My Giant Robot: Friendship Is Awesome
by ShinigamiSparda
Summary: An unfinished spell meant to allow the viewing of other worlds. A botched device to travel through time. When both are activated simultaneuosly the Mane Six and Spike aren pulled to Jersey City. Outgunned, Twilight has no choice put to put her faith in Coop's destructive hands to save her friends from the Glorft. But the six mares and baby dragon aren't all that made it to Earth...
1. Coincides of Curiosity and Stupidity

"_Twilight! Are you coming out of there yet!?"_

"Hm?" the violet alicorn responded, still engrossed in her studies.

"Don't 'hm' me, Twilight! How much longer are you going to be in here!?"

Twilight Sparkle looked up from the parchment she was reading at her assistant, standing in the doorway of the study with his arms folded.

"Oh give me a break Spike, it's not like I have any duties or lessons to attend to today. I know it doesn't mean much to you but I'm getting to read the notes and journals of Star Swirl the Bearded's research with my own two eyes!" she said with an enthusiastic smile.

The new Princess had found her return to life in Canterlot to be mixed bag, separated from her friends for long periods of time and having to endure lessons on how to conduct herself as a "proper noble", but there had been some undeniable boons as well. Twilight had just today started a personal project of hers, to read and organize all the writings of one of her favorite researchers, which is it turned out had been preserved and kept in his study. However, they were so numerous and so disorganized that nopony had bothered to try and put them all in order, something she had decided to correct… while also getting to read the scriptures herself.

"Yeah, I know Twilight, you told me when you first started. _Six hours ago_," the baby drake finished, emphasizing those last words with as much anger and frustration as he could.

"Oh come on Spike, stop exaggerating."

"'Exaggerating?'" Spike retorted as he calmly strolled over to the window before pulling back the curtains, showing the moon and the stars above. "So Celestia and Luna made a mistake?" he asked rhetorically, pointing outside for emphasis.

Twilight's jaw dropped for a moment before she recovered, smiling sheepishly and blushing while scratching her head in embarrassment.

"Heh heh. I guess I kind lost track of time, huh?"

"Maybe just a little," Spike answered, laying on the sarcasm extra thick. "Honestly, I'm surprised you haven't gotten hungry with how-"

A loud grumble from the mare cut the dragon off, causing Twilight to blush even heavier.

Spike sighed. "Come on, let's head over to Pony Joe's and get something to eat. Besides I need you to pay the I.O.U.'s I racked up this afternoon."

"What?" Twilight asked angily.

"I thought it would be a good punishment for making me wait so long," Spike explained with a mischievous smirk.

Twilight glared for a moment but then simply sighed. "Fine. I guess I could use a donut or two myself."

"Or five," the dragon muttered.

"What?"

"Nothing. Now are we going to get going or not?"

"Sure, just let me put this back."

Twilight levitated the parchment and rolled it up before heading over to the many bookshelves that lined the study. Unlike back in her old room at the library Twilight didn't have everything memorized so she couldn't just put things back without looking. As she trotted over her wing bumped into a lantern on the wall. Instead of knocking it over, it turned as though it was a handle.

"What the-?"

Before she could finish a small hole opened near her hooves. In the light of the moon she could see a small parchment inside. She levitated it out of the hole and unwrapped it without thinking. After scanning it for a moment her eyes opened in shock, her reaction so great that she dropped the other parchment she was putting back.

"Twilight, are you ok?" Spike asked, both in concern for his lifelong friend and frustration that they hadn't left to eat yet.

"T-This-! This is-!"

"W-What?" Spike asked, his voice now more concerned than frustrated.

"This is instructions and research for a spell I've never seen before! An unfinished spell from Star Swirl the Bearded himself!" Twilight exclaimed with excitement.

Spike, on the other hoof, flinched. "Um, Twilight, you remember what happened the _last _time you got an unfinished spell, right?"

That memory temporarily knocked the newly crowned princess out of her excitement.

"Well, yeah, of course. But this is different! This spell says _exactly _what it's supposed to do!"

Spike calmed down a bit after hearing that. "Which is?"

"If I can get this to work, this spell will create a window that can allow the caster to _view other worlds!_"

**-XLR-**

"_WHOOOOOOOO!"_

"_ALL RIGHT!"_

Coop and Jamie screamed in excitement from their seat on the couch in the basement, watching the wrestling fight on screen.

"Another wrestling match, you two?" Kiva asked as she came down the stairs, bringing them snacks and drinks.

Coop turned and took the treats from her. "Thanks Kiva!" He was about begin eating when he noticed a water bottle among all the sodas. "Um, I think this is yours," he said as he handed her the bottle, looking at it like it would infect him.

Kiva simply rolled her eyes and took the bottle before twisting it open and taking a drink. Out of boredom she began watching the program, noticing the low quality of it.

"This isn't recent, is it?" she asked absentmindedly.

"Nope. This is from twenty years ago, the best wrestling match _ever!_" Coop explained enthusiastically.

"The Last Stand of the Masked Marauder, only the greatest professional wrestler who ever lived," Jamie added.

Kiva examined the fight onscreen, seeing a masked wrestler in the traditional garb of shorts and boots fending off three others. What caught her attention was the apparent age of masked fighter.

"How old is he here?" she asked.

"In his early 50's. That's what made him so amazing," Coop replied.

"The Masked Marauder had a thirty year long career, and he held the title of UWA champion for a total of eighteen years, seven of them in a row," Jamie explained. "What always caught everyone off guard was that it was like he got _better_ as he got older, even against the younger new guys. Oh, watch this!"

Jamie pointed at the screen and saw the Masked Marauder thrown at the ropes by one of his combatants who, along with another, was preparing for him to rebound back and hit hard. As anticipated, the masked fighter hit the ropes back first, the recoil causing him to rocket back with momentum. The two other combatants raised their arms, ready to clothesline him, but were caught off guard when he ducked down and wrapped one arm on each of their waists. He quickly tossed them both over his shoulders and they landed on their backs, winded. Wasting no time, the Masked Marauder jumped up and straightened himself out to land two simultaneous elbow drops to the stomachs' of his opponents.

"_YEAH!"_ Coop shouted.

"See what I mean?" Jamie asked.

"I think I do," Kiva answered. "Quite impressive. He's not as agile as his opponents but he's certainly more skilled." She watched him quickly pin both combatants at once to the count of three, both of them leaving the ring in defeat with only one remaining, who finally arose after a previous injury.

"And here comes the best part!" Coop said with glee.

All attention focused on the screen as the combatant threw himself back first at the ropes, letting his momentum rocket him towards the Masked Marauder. The older combatant looked like he was going to take the charge head on, but at the last minute stepped to the side and slammed his forearm into the charging man's stomach, causing him to flip over it and land on his back. The older man climbed up of the corners of the ring before jumping off the post and landing a flying elbow drop on the younger combatant's stomach. While his opponent was still stunned from the impact the Masked Marauder flipped the man onto his back and began to put him into a position that, if Kiva recalled correctly, was called a "Boston Crab." After a few moments the younger fighter tapped out and with that the fight was over.

"Man, gets me every time," Coop said with a satisfied look on his face.

"And that's saying something considering this must've been the fiftieth time we've watched this fight," Jamie commented.

"So why was it called 'The Masked Maruder's _Last Stand_'?" Kiva asked. "Unless I'm missing something, he just won."

"Every pro reaches a point where they just can't do it anymore," Coop explained solemnly. "The Masked Marauder said he was finally getting too old and his next title defense would be his last. When he announced that the big UWA big wigs decided to make it an event and do a four man free-for-all."

"'Free-for-all'? Looked like they were all going for him to me."

"That's because he was the one who held the belt at the time," Jamie explained. "Whoever won this would be the new champ so they decided to work together to get the old one out of the way first."

"So he got to retire without anyone dethroning him?"

"Truly, there was no better way to end a career," Coop commented with a sniffle. "What I wouldn't give to have been there myself and see it with my own two eyes."

"Too bad we both had exams that day," Jamie remarked bitterly.

"School always ruins _everything_," Coop replied in an equally frustrated tone.

Kiva simply rolled her eyes and headed back towards the stairs to check up on M.E.G.A.S. when a thought hit her. A crazy, daring, reckless, _stupid _thought that, if not for the possible reward at the end, would've been tossed out of her mind immediately. She still had to tussle with whether or not to every think of trying it before she finally decided.

"You know," she began, turning back to the two. "We might be able to do something about that."

"Whaddya mean?" Coop asked absentmindedly, still engrossed by the Masked Marauder's victory and farewell speech.

"I'm just saying, we do have a time machine sitting right under our noses."

For a moment everything in the room, except the T.V., went silent as the two slackers turned to face the soldier in shock.

"Kiva, are you really saying what I think you're saying?" Jamie asked, obviously concerned.

"Like, you saying we can go back in time and watch the match?" Coop asked hopefully.

"I'll tell you what Coop," Kiva began. "If you can help me fix the Time Flux control unit and head into the future to defeat the Glorft like M.E.G.A.S. was always intended to do, I'll have no problems with a little field trip back in time to watch a wrestling match."

"_ROCK ON!" _Coop shouted before leaping over the back of the couch, something rather impressive considering his girth, and ran outside.

As soon as he was gone Jamie turned to the future redhead.

"Who are you and what've you done with Kiva?" he asked suspiciously.

"And what is _that _supposed to mean?" she asked with a scowl.

"Well aside from the fact that you're actually suggesting something cool for once, there's also that you're trusting _Coop _with something this important."

Kiva sighed. "Yes, I know we haven't exactly had the best history when it comes to Coop tampering with M.E.G.A.S., but if my time here has taught me anything it's not to underestimate what he can do. If anyone can fix the Time Flux unit with the primitive technology in this time, it's him."

Jamie scoffed and opened himself a can of soda. "Ok. Have fun destroying the universe."

"Oh come on, even Coop can't make things that bad… I hope…"

-FIM-

Twilight groaned in frustration as she rolled up the parchment and set it on the desk of her quarters.

"No wonder Star Swirl gave up on this spell," she muttered.

_On what spell?_

Twilight eyes shot open in fear before she realized she realized she knew the voice resonating throughout the room.

"Come out, Discord," she commanded.

In flash the Master of Disharmony appeared above her, a smug smirk stretched across his face.

"Well, looks like somepony's really getting a hold of being a noble, giving commands and such. Still learning how to walk with your snout in the air?" he in a condescending tone.

"Just why are you here, Discord?" Twilight asked, ignoring the question.

"Oh come on, Sparkle, you should know the answer to that by now."

Twilight sighed. "You're bored," she stated, her voice full of grudging resignation.

"See, you're learning."

"Can't you go be bored somewhere else?"

"But Fluttershy's asleep, I don't want to disturb her."

"So you're going to bug me instead?"

"But it feels like forever since we've seen each other, Sparkle. And speaking of 'seeing'," Discord began before grabbing the parchment. "Just what've you been looking at?"

"Hey, give that back!" she shouted while trying to grab it out of his claw.

The spirit of Chaos teleported to the other side of the room to dodge. "Now now, Sparkle, I'm just going to read it. Don't just snatch things out of others' claws, it's rude."

Twilight growled but held herself back. "Fine."

"Thank you." As the parchment unwrapped itself and floated in mid-air Discord snapped and summoned a pair of reading glasses. "Now let's see here," he began, putting on the spectacles before holding the paper with his own claw again. "Oh, now things sounds interesting. Why haven't I seen anypony use this spell before?"

"Keep reading and you'll find out, " Twilight answered.

Discord quietly continued to read the writings and soon found information that surprised even him.

_After many tries I have found that only one source of power will aid me in completing this spell, a power that disturbs me greatly: Black magic. Something about the nature of this dark energy seems more suited to bending the laws of reality in such a way that will allow me to complete my spell. After some convincing Princess Celestia has allowed me access to the restricted section of the castle archives for my research. Under the guise of learning ways to counteract Black Magic, I have learned the basics of this dark force._

_However, even armed with this restricted knowledge I once again find myself hitting a roadblock. The amount of black magic I require to properly cast this spell is more than I currently possess. Though it would be a simple matter for me to hone my skill in this dark art until I would be able to, this of course carries some other risks. I am well acquainted with the tale of King Sombra and the terrifying power that stallion had lost himself to._

_It is with great frustration that I abandon this spell. I have told the Princess that I was unable to complete what I was working on, even though she still believes that I was working on spells to counteract black magic. My answer is true enough, at least. As with all of my works I will keep these notes, unfinished spell or not, in hopes of someday completing them or allowing somepony else to. However, this parchment I hide in hopes that only one with enough restraint and power over the dark arts finds it, and not some fool who will simply pursue it blindly._

"Well now, this _is _a find, isn't it?" Discord commented.

"Maybe to history and nothing else," Twilight grumbled.

"What do you mean?"

"I mean I won't be able to do anything with it. I may have completed another one of Star Swirl's unfinished spells, but this is beyond me. I barely know any dark magic, and what little I do I learned from the one time Celestia used it in front of me, and I'm not too keen on the idea of turning into the next Sombra, thank you very much."

"What about the work around he mentioned?"

"Huh?" the alicorn princess turned to the draconequus, confused.

"Right here on the back, it mentions a possible way to get around that little hiccup."

"What're you…" Twilight began, only to stop herself and levitate the parchment before her eyes. Sure enough, there was a last tidbit on the back she completely missed.

_Though it won't help much now I think I may have a way to bypass the risk of losing oneself to these dark arts. If there was perhaps some sort of artifact to use, something that would enhance any black magic power I put into it may be enough to generate the power needed to finally get this spell to work. Alas, I know not of such an object, and I do not feel like raising the suspicions of the Princess by asking for one. Nevertheless, surely if one were to come into my hooves it would be the safest way to finally conduct this experiment successfully._

"Well that doesn't help much," Twilight Sparkle commented, deflated from her hopes being dashed.

"What do you mean?" Discord asked.

"The only dark artifact I know would be the Alicorn Amulet, and that's under lock and key with Zecora, and for good reason. That charm would _definitely _corrupt me if I were to use it."

"Hm," Discord muttered, scratching his beard for a moment. Soon a devilish smirk crept onto his face. "Allow me to offer my services, your highness."

"Huh?"

With a snapped Discord summoned a red object. It looked like a broken claw or piece of rock of some kind.

"W-What's that?" Twilight asked nervously.

"Exactly what you need, an object that can amplify whatever black magic you put into it. Something I picked up in my more recent travels."

"You really expect me to just take something from you and use it without a second thought?" Twilight asked angrily.

"Maybe, maybe not. Until you decide for sure, I'll just leave this here," he replied, floating down and leaving the object on her desk. "Ta ta, Sparkle." And with a snap and a flash he was gone.

Twilight stared at the object for moment. For some reason, she couldn't shake the feeling that it looked familiar. She shook the thought out of her head before opening one of the drawers of her desk and levitating the object inside. There was no way she was going to risk using anything Discord gave her. Even if he wasn't evil anymore there was no doubt that whatever it was going to cause trouble if she wasn't prepared for it. As she thought that her eyes turned to the Elements of Harmony resting in the glass case only a few hoofs away.

"Maybe…" she muttered before shaking her head. "No. No _way_," she told herself firmly before going to be for the night.

However, that thought would soon fester inside her until it _had _to be let out…

**-XLR-**

"I still can't believe you're going through with this," Jamie commented.

"I'd think you would by now. That must be the eighth time you've said that exact line toady," Kiva answered, once again checking on the condition of the time drive on her holographic screen.

It had been a week since the future warrior and the gearhead had begun working on a new Time Flux control unit, Kiva trying to reign him in over his excitement of going to see the Masked Marauder in person.

"Come on Kiva, how bad an idea does this have to be when _I'm _the voice of reason around here?" asked from folding chair, reading the latest issue of "Space Amazons."

"Jamie, this may be my one chance to actually make it back to the future to defeat the Glorft. I'm willing to take the risk. Also, as amazing as the technology is, I'd like to get M.E.G.A.S. photonic stablizer replaces instead of having to constantly reapply duck tape."

"So you're even letting Coop actually make the thing?"

"Hey guys!" Coop called, walking up to the head of the robot. "I think I've finally got a winner!"

Coop showed off a small metal device about the size of a microwave. It was a patchwork job, metals of different ages clearly used to make the different pieces of the case. On the front in hastily drawn paint were the words "TIME CONTROL THINGY".

Kiva stared at the object for a moment before sighing and taking it herself. She opened up the back and saw a rather impressive collection of wires, motherboards, and other electrical odds and ends.

"I have to admit, in a way I'm impressed. I half expected there to be a soda or ice cream in here somewhere," she commented.

"Yeah, well, I did my best to find substitutes in those plans you gave me. Wasn't easy, but I think it'll work."

"Well, let's find out," Kiva said as she opened a panel by her feet. She had already figured out which wires to link the device to beforehand and did the necessary connections to Coop's device. "Ok Coop, let's start it and see if it works."

Coop entered the driver's seat and turned the key in the ignition. The metal giant roared to life and all the systems and lights activated.

Kiva observed the indicators on her holo-screen and noticed the hum from the device in her lap. Her eyes widened in shock. "I can't believe it. It actually works!" she exclaimed.

"Really!?" Coop asked in hope.

"Really?" Jamie asked, utterly confused as to how that could possibly be true.

"The control unit is working in sync with Time Drive, and everything is in balance, at least for the moment," Kiva explained.

"ROCK ON! TO THE WRESTLING MATCH!" the fat man exclaimed with a fist pump.

"To the _future_," Kiva corrected. "That's what we agreed on, remember?"

"Aw, man," Coop complained.

"Let's get into high atmosphere before using this. It looks fine now but I'd prefer to activate this in a place were nothing will get destroyed if something goes wrong."

"Why bother? You know something's going to get wrecked at some point," Jamie complained.

"Let's just go, ok?" Kiva asked, frustrated.

"Ok then, time to beat up squids in the future!" Coop exclaimed, his enthusiasm restored before revving the engine.

"There's no way this will work," Jamie muttered as the mech took to the skies.

**-XLR-**

"Sir, the sensors have picked up an energy spike from Earth!" the Glorft Commander said to his leader.

"What kind of energy?" Warmaster Gorrath asked.

"Sir, if I'm not mistaken, it's the same energy that brought us here to Earth's past!"

"Does that mean what I think it means?"

"I think so, sir. It would appear that the avatar prototype is attempting to jump to a different time."

"This is perfect!" the Warmaster gloated. "We can capture the prototype and return to our time in one fell swoop! Prepare to drop out of null-space!" he commanded as he stepped back towards his seat.

"But sir, wouldn't it be easier to just slip in through the portal once the prototype opens it?"

Gorrath stopped in his tracks for a moment before turning around to glare at his second-in-command. "What was that?" he asked in quiet yet terrifying tone.

"U-Um, well sir. It's just that we haven't had the best of luck catching the prototype in the past," the Commander stuttered. "Perhaps we should simply allow it to head into the future along with us. Then we'll be able to connect to the entire armada and easily overtake it."

"Are you insinuating that we would not be able to capture the prototype by ourselves!?" the Warmaster bellowed.

"Um, no sir, I'm certainly not _insinuating _that," the Commander replied. It was true, he wasn't insinuating anything. He was outright _telling _his superior that they probably would fail.

"Then drop out nof ull-space and prepare for battle! Today we take back both the past and future of Earth!" Gorrath declared before returning to his seat and letting out a maniacal laugh.

"Yes sir!" the Commander answered before turning to the rest of the crew. "All hands, prepare to drop out of null-space! All pilots, to your mechs!"

As everyone else did as ordered the commander applied his hand to his face.

"He never learns," he muttered.

-FIM-

It had been about a week since Twilight Sparkle had her little talk with Discord, and over that time she just couldn't keep that little thought from festering in her mind. She had called her friends over the night before, making sure to use her new royal status to get them tickets for the train and a place for the night. The next morning the six mares and one baby dragon met in the royal garden of Canterlot castle.

"So Twi, what exactly did ya call us all out here for?" Applejack asked.

"Yes darling, please explain," Rarity said. "I'm more than happy to finally be able to see you again after all these months, but what exactly requires us all to be out here in the garden?"

Twilight took a deep breath to calm her nerves. "Before I begin I'd like to thank you all for coming. I'd also like to apologize for not being able to see you last night, I had more lessons on proper royal etiquette."

"Pfft. Lame," Rainbow Dash said, rolling her eyes.

"Rainbow, sush darling! Those are very important!" Rarity insisted.

"Whatever. Can you just get to the point, Twilight? Kinda want to know where this is going."

The violet alicorn shifted her forelegs nervously before responding.

"Ok. Well, the thing is um… You see…"

Spike groaned and stepped in. "She wants all of you to help her with a spell she found," he explained.

"Spike! I was going to say that!"

"Yeah, maybe in a few hours at the rate you were going."

"Oh! What kind of spell?" Pinkie Pie asked excitedly. "Is it a fun spell? Is it a spooky spell? OH! MAYBE IT'S A PARTY SPELL! THAT WOULD SO ABSOLUTELY AWESOMELY STUPEND-mph!"

Rainbow Dash silenced the pink mare by shoving her hoof into her mouth. "Ok, so I can maybe get Rarity helping you with a spell, but why the rest of us?"

"It's not a unicorn I need to help me, it's the Elements of Harmony I need," the Princess explained. "I found an unfinished spell from Star Swirl the Bearded and-" she stopped when she saw the other five mares flinch at that. "Hey, I know what it does this time!" she shouted in frustration. Everpony else visibly calmed at that. "Anyway, like I was saying, I found this unfinished spell and I wanted to try finishing, but it has some risks."

"U-Um, w-what kind of r-risks?" Fluttershy stuttered.

"Well, it's a spell that's meant to open a window to see other worlds," Twilight began.

"Aw! That's not as cool as party spell!" Pinkie Pie pouted.

Applejack rolled her eyes. "That's pretty neat, Twi, but what's so dangerous about a spell like that?" she asked.

"Well, it's because of what I need to make it work. Namely, black magic," Twilight explained.

"B-Black Magic!?" Fluttershy squeaked.

"You mean, like the kind of magic that awful Sombra character used?" Rarity asked nervously.

"Star Swirl was never able to finish the spell because he was afraid the amount of black magic he'd need might cause him to loose himself to the darkness. He did think of a way around it, but unfortunately he didn't have what he needed."

"But you do, huh?" Rainbow asked.

Twilight used her magic to reach into her saddlebag and pull out the object Discord left her. "I'll be honest girls, I'm not exactly sure what this is but it definitely has a large amount of black magic in it. The idea is that instead of steeping myself in so much dark power I instead put some black magic into this which will amplify the power to what I might need."

"So what's the problem?"

"The problem is, like I said, I don't know what this is. I don't know what side effects, if any, will occur from using it. But I figure since its black magic that having the Elements of Harmony at the ready with be able to take down anything that might come out of this."

"So we're just here as way ta make sure nothing goes wrong?" Applejack asked, feeling somewhat used.

"Not just that. I want you all here to help me decide if I should be doing this in the first place."

"Huh?" the five mares asked in response.

"I'll be honest here girls, I'm messing with things I don't fully understand. Since I need all of you to make this as safe as I possibly can, I feel it's only right that you have a say in deciding whether or not we should go through with it."

"Well of course we'll go through it, silly Billy! If we didn't, this fanfic wouldn't get anywhere!" Pinkie chimed.

For a good minute, nopony said a word and only stared.

"Well, I guess that means Pinkie's on board," Twilight said, choosing to ignore the more nonsensical parts of her friend's answer. "Anypony else?"

"I'm cool with it," Rainbow stated. "I kinda want to see what other worlds would look like, and I'm sure all six of us can handle anything that might go wrong."

"Well, I'm sort of curious, too," Fluttershy commented. "And, if Rainbow is ok with it, then I guess I am too. If that's ok."

"Although I'm somewhat unnerved by the use of black magic, I must admit my curiosity is getting the better of me," Rarity declared. "In addition, the precautions you're taking help to put me at ease. Let's do it!"

There was only one more left.

"Applejack?" Twilight asked, turning to the orange farm mare.

Applejack held her eyes closed for moment before opening them to face the new alicorn princess. "Tell me this Twi, what do ya plan on doin' after this?" she asked.

"What do you mean?"

"Well, let's say this spell a yours works. What're ya gonna do afterward? Ah'm fine with helpin' a friend, but ya can't expect us tah come here every time ya wanna cast this spell."

"Of course not. If the spell works, I'll try and find a way around the need for black magic, if possible, and it'll be something much safer. This is mostly just to see if Star Swirl's theories hold water."

"An if they don't?"

"Well, then that's the end of it. If the spell won't work, then it won't work, and it'll just be filed away as failed experiment."

Applejack smiled. "Alright. If that's how you're plannin' ta do this, then Ah'm alright with it."

"Thanks," Twilight smiled back. The alicorn turned to Spike. "Now Spike, get ready to take notes. And remember, if things start to go south hoof it straight to Celestia. Even if we've dealt with whatever bad might happen by the time you're back, I'd rather be safe than sorry."

"Gotcha, Twilight," Spike replied with a salute.

Twilight levitated a paper and a quill from her saddlebag to the young drake before also levitating all the Elements out to their respective users. Finally she levitated the object of dark magic in front of her.

"Alright everypony, stand back."

Twilight closed her eyes for a moment and when they opened they radiated an eerie green glow along with dark purple smoke rising from their edges. She quickly fired a beam of black energy with green crackling lightning that met with the red object. Dark energy began to quickly gather around it like a sphere. This continued until it was twice the size of the average pony. The alicorn princess quickly uttered the incantation, her eyes changing from green to bright white.

"_So that other worlds may meet my gaze, pierce for me reality's haze!"_

The dark energy seemed to collapse in on itself for a moment before it exploded in a brief flash with an audible pop. As everpony's eyes adjusted they now found themselves staring at a window in reality, a starry sky clearly visible.

"Is this it?" Rainbow Dash asked, staring at the anomaly curiously. "It doesn't look like much."

"Oh my!" Rarity exclaimed. "Look there!" she pointed.

In the corner of the portal there were landmasses and oceans visible. It took them barely a second to realize that they were looking down on a planet from high above, almost in space.

"I've never seen those landmasses before," Twilight stated, a smile tugging at the corner of her lips.

"Does that mean what I think it means?" Spike asked.

Twilight's humble smile quickly grew to spread across her face. "IT WORKED! IT REALLY WORKED!" she exclaimed in glee.

"T-T-T-T-Twi-i-i-i-ili-i-i-i-i-i-ight!"

The five ponies and one dragon turned to look at the shivering pink mare.

"I-I-I-I-I-I thi-i-i-i-i-i-ink I-I-I-I-I-I-I fe-e-e-e-e-e-e-e-el a-a-a-a-a-a d-d-d-d-o-o-o-o-o-o-o-z-z-z-z-z-y-y-y-y c-c-c-o-o-o-o-omi-i-i-i-i-i-ing!" she managed to say through her vibrations.

"'A doozy?'" Twilight asked. However, her attention was taken away from her friend by a brief flash of white from the window in front of her. "Huh? What was-?'

"Uh, Twilight?" Spike said in a panicked voice, pulling on the mare's tail to catch her attention. "I think I figured out what that doozy was!"

The violet alicorn turned around and saw what all of her friends were now staring at in fear. Towering above them was a form they were only too familiar with.

**-XLR-**

"Allright Coop, let's give this a try," Kiva said.

"Tell me when it's over," Jamie muttered, pulling his beanie down over his eyes.

M.E.G.A.S. was currently flying in high atmosphere above the Earth, not completely missing oxygen but enough that's its passengers had to keep the windows up to avoid oxygen deprivation. The stars were clearly visible in the sky.

"Alright, let's do this!" Coop exclaimed before pushing a button labeled "Four Pages Before the End of the Chapter".

M.E.G.A.S.' chest opened as a humming noise began. Everything was going fine until a crackling noise came from the Time Flux Control Unit.

"Oh no," Kiva muttered.

"Toldya so," Jamie commented, still covering his eyes in fear.

"What's goin' on?" Coop asked before noticing the sparks coming from the device he made.

"It's destabilizing! We have to stop or it might-!"

Before shed could finish M.E.G.A.S. fired a short white energy burst from its chest cavity. It flew farther upwards for a good five seconds before erupting in a flash of white. Within moments it was replaced with a large swirling white vortex.

"Hey, I think it worked!" Coop said gleefully.

"Well it certainly made a portal. Let me just check to see if it worked the way we wanted," Kiva said while summoning her holo-screen. After few moments of typing her eyes widened. "Well… That's unexpected."

"What is it?'

"That last flux with the Time Drive changed the nature of the portal. You didn't create a _tempora_l vortex, you created a _trans-dimensional _vortex!"

"What's that mean?"

"It means instead of creating a portal to another time you created a portal to another _dimension_."

"Huh. Well that didn't turn out as bad as I thought it would," Jamie commented, finally lifting his beanie off his eyes.

"I'm going to see if I can find a way to close it before we figure out what went wrong with the Time Flux unit," Kiva said as she typed away.

"Another dimension? You mean like that one where I went to where I fought the evil skinny me that took over the world?" Coop asked.

"You know we still don't believe that story, right?' Kiva commented.

"Seriously dude, the part about me and Kiva dating was the deal breaker," Jamie added.

Suddenly, not far from the mech burst a massive swirling vortex.

"Oh no. Coop get away from it!" Kiva shouted.

Coop moved his custom eight ball gearshift into position and flew away from the object exiting the portal. Within seconds the Karajor, the Glorft mothership, had completely exited null-space.

"Oh man! Why'd they have to show up!?" Coop complained.

Before anyone could answer the white portal flashed a rainbow of colors.

"Huh?"

"Coop, I think something's coming through the portal!" Kiva exclaimed.

-FIM-

"Oh no! Not you!" Twilight cried.

Baring down on them was a ghastly figure she recognized all too well: King Sombra.

"B-But how did you-!?" Twilight began before she recognized the horn protruding above the apparition's eyes. "It was your horn! I knew it seemed it seemed familiar! Oh, this all my fault!"

"Yessss," the dark king hissed. "Now all will suffer!"

"Not if we've got somethin' ta say 'bout it!" Applejack declared, stepping forward defiantly. "C'mon Twi! Let's put 'im down!"

The panicked princess turned to her friend, looking at her like she was crazy, until she noticed the gleam from the necklace around her. That was all it took for everything to click and remind her why they were all here in the first place.

"Right!' Twilight said with a determined smirk. "Come on, girls!'

Everypony nodded while Spike hid behind the girls, his escape route cut off by the intimidating opponent. All of their jewelry began to glow as they began to levitate into the air.

"_NO!"_ hissed Sombra. He charged forward and, amazingly, managed to scatter the ponies from each other, stopping the spell. Sombra turned to face his enemies. _"I WILL NOT BE DENIED!"_

"Oh boy," Spike muttered before sprinting towards the exit. He was cut off as a black bolt of dark energy exploded just inches from him, barely missing his body.

Thankfully the distraction was enough for the six mares to rally themselves once again.

"Let's get him!" Rainbow Dash shouted.

"_BEGONE!" _the evil king shouted as he dashed towards them again.

But this time Twilight Sparkle was ready. She cast barrier around herself and her friends that King Sombra smashed into, unable to penetrate it although cracks did form. As the barrier began to weaken the Elements of Harmony went to work activating their powers.

"_**NO!" **_the king screamed even more forcefully than before, attempting to smother the barrier with his misty form to break it. Although he was successful, it was too late. The six mares shined as a rainbow beam of energy engulfed his shadowy form. As the haze gave way the stallion's original regal form became visible. As he body was forced back into the window his body began to crack and break down under the light's power. With a scream of pain and frustration his body exploded, leaving only the horn behind. The Elements of Harmony gradually lost their glow as the six mares floated to the ground.

Twilight Sparkle sighed. "Well, I'm never trying _that _again."

All seemed well, until she noticed King Sombra's horn levitating on it's own. Before she could say anything a violent wind came from the window and quickly sucked the horn in, disappearing like it had gone underwater. The wind continued, like a giant vacuum, and began pulling at the six mares and the dragon. Twilight realized the window had now become some kind of portal.

"_Everypony hold on!" _she screamed as she gripped the ground with her hooves, Pinkie Pie, Flutterhsy, Rarity, and Spike doing the same. Applejack attempted to hold onto her hat with one hoof but found it too difficult so she moved it between her teeth, allow her to use both of her forehooves to grasp the ground. Rainbow Dash attempted to fly away but after realizing it was a losing battle landed and gripped the ground like everypony else.

"_Ugh! This wind is ruining my mane!" _Rarity screamed.

"_Twilight! I can't hold on!" _Spike yelled. Moments late his grip failed him and he tumbled back into Rainbow Dash, who in turn fell into Rarity.

Applejack saw what was happening and launched herself at her friends, managing to grab the cyan pegasus before once again grabbing the ground. Unfortunately the force of her friend being pulled in was enough to wrench her own grip and the two tumbled along with Spike and Rarity towards the portal.

It was all Twilight could do to cast a barrier around the four, protecting them from whatever might harm them as the fell through the portal. Not a moment afterwards Fluttershy lost her grip and tumbled into the violet and pink mares. Twilight managed to cast the same barrier spell around the three of them as they fell into the portal, which immediately closed behind them.

**-FIM/XLR-**

"Whaddya mean 'something's coming through?'" Jamie asked nervously.

As if in response to his question a small violet orb shot out and crashed into the Glorft Mothership, causing a small explosion. Not seconds later, another one shot out, straight at M.E.G.A.S.

"Coop! Look out!" Kiva shouted.

"Too late!" he yelled back before the orb crashed into the torso of the mech, sending it and itself plummeting towards the Earth. The three of them screamed before they finally landed in the junkyard with a massive thud. The three of them groaned as they recovered from the impact.

"Coop! What did I tell you about crashing in the junkyard!?"

The blonde gearhead looked out the window to see an angry Goat shaking his fist at him. He rolled down the window before shouting "Sorry dude! Got hit by some kind of purple ball thing from another dimension!"

Goat was about to continue when his gaze shifted to M.E.G.A.S.' torso. "Hey guys, what're those?"

The three riders looked out the window to see three beings lying in pain and groaning on top of M.E.G.A.S. One of them, purple one with multi-colored hair, slowly rose and shook it's head slightly.

"Ugh, where are we?" it muttered. It turned to observe its surroundings before locking eyes with the three of them. Nobody said a word for a good minute and a half.

"Well, at least it's not a giant monster from another dimension," Jamie quipped.

**-FRIENDSHIP IS AWESOME-**

_**Hang onto your hats everybody and everypony, because here comes my first crossover fic ever! Believe me, you wouldn't be the first to think that these two series going together could work, but after watching an unfortunately yet-to-be-completed fic do it with remarkable success I decided to try my hand at it. Except instead of Coop going to Equestria it'll be the reverse.**_

_**Anyway, I wanted to start the first chapter of big, so I can't promise the other chapters will be this long, but hopefully they'll still be entertaining and you'll keep coming back for more.**_

_**Anyway, see you next time everypony! ROCK ON!**_


	2. Interspecies Introductions

"Commander, status report!" Gorrath bellowed as he stood up from the floor, having fallen out of his chair during the impact.

The Commander groaned as he rose from the ground, turning to his small pad. He pressed a few buttons before turning to his leader.

"Sir, it would appear we have suffered some minor damage as something from the portal crashed into us. There was a hull breach and it would appear…" the Commander trailed off as he reexamined his readings.

"What is it?" the Warmaster demanded.

"It seems that something has… boarded us." The Commander answered.

"'Boarded'? You mean there are intruders on the ship!?"

"It would seem so. Also, there appears to be a strange energy source radiating from the beings."

"What kind of energy?"

"Unknown, sir. It doesn't match anything we have on record."

"What of the prototype?"

"Its back on Earth, sir. Also, the portal it opened has been closed."

"Hm…" the Warmaster scratched his chin as he pondered his next move. "Take us back into null-space for repairs, and capture the intruders. I want us prepared to battle the earther and recapture the prototype. Find out if we can use the new energy source in any way."

The Commander simply stood there with a stunned look on his face.

"What?"

"N-Nothing, its just… I was little surprised. That may be the most sensible, intelligent order you've ever given me."

"COMMANDER!" Gorrath shouted back.

"Y-Yes sir! At your command!" he said as he saluted, turning back towards the crew. "Pilots, take us into null-space." he ordered, then pressed a button on his pad, activating the communications for the ship. "Guards, patrol the ship and capture the intruders."

As the portal to null-space opened the Commander looked own and saw a small red object on the floor. Curious, he picked it up and observed it for a moment. Without warning, a black beam of energy shot from the object and struck him between the eyes. He recoiled for a moment and dropped the object, catching Gorrath's attention.

"Commander?" he asked. His second-in-command made no response. "Commander!" he repeated more forcefully.

"Apologies, Warmaster," the Commander responded in an odd tone. "I just noticed something wrong with the main reactor. I'm going to go fix it."

"Hurry it up, Commander. I want everything ready for when we retake the prototype."

"Of course, Warmaster," the Commander answered before reaching down and grabbing the object, which Gorrath missed as he was watching the Karajor enter null-space. He also missed the strange purple smoke at the edges of the Commander's eyes as he walked by.

**-FIM/XLR-**

"Whoa nelly," Applejack groaned as she slowly stood up, her body still aching from the impact. "I haven't felt this bad since I tried to finish Applebuck Season all by myself."

The farm mare looked around and found her Stetson hat, quickly putting it on as she observed her surrounding. Looking around she found herself in a metal hallway lit with artificial lights, illuminating the sickly green metal color of the walls and floor.

"Applejack? Where are we?"

The orange pony turned to see Spike rising up and observing his surroundings like her. Once his eyes fell on the unconscious white mare he gasped in a panic.

"Rarity!" he shouted, rushing over and attempting to jostle her awake. "Rarity, wake up!"

Rarity groaned. "Please Spike, don't disturb a lady during her beauty sleep."

"I don't really think it's going to be good for your beauty to sleep on the floor," he said with a smirk, happy to see she was ok for the most part.

"On the floor?" she asked in a daze. A moment later her eyes shot open. "ON THE FLOOR!?" The white unicorn jumped and screamed, causing the young dragon to tumble backwards. "OH MY GOODNESS, WHY DIDN'T YOU TELL ME SOONER!? IS MY MANE OK!? WHAT ABOUT MY COAT, ARE THERE ANY SPOTS!? PLEASE TELL ME THERE AREN'T ANY SPOTS!"

"Ugh, what the hay is with all the screaming?" said Rainbow Dash, finally waking from her slumber. She winced and began to stretch out her wings. "I feel like I just crashed into something again."

"That might not be too far off, sugarcube," Applejack responded, pointing up towards the rather large hole in the ceiling.

"Goodness gracious," Rarity commented.

"Yup. It looks like if Twi didn't cast that barrier we would've-" Applejack stop as her eyes widened with realization. "Twi! Pinkie! Fluttershy! Where are they!?"

The three mares and baby dragon looked around, not seeing any sign of their friends in the vacant hallway.

"It would seem we were all separated after being sucked into that dreadful portal, " Rarity surmised.

"We gotta find them! Twilights probably going nuts without me!" Spike exclaimed, remembering the violet mare's infamous mental breakdowns.

"Uh, I think we'll have to put that on hold for a second kid," the cyan pegasus said, backing up towards them, low to the ground and wings flared, ready to pounce.

The other three looked in the direction Rainbow Dash was facing to see creatures the likes none of them had ever seen before. There seemed to be a large variation between them, some possessing two legs and two arms, others moving on a mass of tentacles, but the one thing that seemed to be the same with all of them were two red reflective eyes, tentacles hanging from their faces, a slimy green or brown skin, and being clothed in metal suits of armor. They all appeared to be armed, some holding polearms while others were pointing some kind of devices at them which the four could only assume were deadly. Even worse, they were approaching from the other end of the hallway as well, surrounding the four friends.

Rainbow Dash was still low to the ground, ready to sprint at a moment's notice, while Applejack faced the same direction ready to do the same. Rarity was assuming a less offensive stance, backed into the other two facing the opposite direction, while Spike stood in front of her attempting look as intimidating as possible.

"L-Let's not get ahead of ourselves, darlings. It d-doesn't pay to make assumptions b-based on ap-ppearances." Rarity said nervously, still holding on to the slim hope that this could turn out in a way that wouldn't end in violence.

The guards finally closed in, twelve in total, stopping only a few short strides form the group.

"Surrender or be destroyed!" one of them shouted.

"So much for not judging," Applejack muttered.

"Ha! Let's see you losers stop this!" Rainbow Dash shouted. In a multicolored blur she dashed through the air, zipping back and forth between the guards and bucking them in the face, knocking them out cold. She managed to take out seven of them within seconds before one of them fired a laser from its device that the cyan mare was barely able to dodge. A second blast, however, managed to skin her on her hind leg, causing her to scream out and fall to the ground, holding her singed wound.

"RD!" Applejack shouted. "Ya'll are gonna get it now!"

The farm mare lunged at the one that fired the beam and knocked him out with an uppercut with her front hoof. Luckily that was the last one with a firearm, leaving the remaining four with melee weapons. The four remaining soldiers charged the group, their bladed halberds crackling with electricity.

Applejack stood on her hind legs and thrust her forehooves into the chest of one of the guards, knocking him backwards and actually denting its armor. She followed this up by turning around and bucking him in the chest with enough force to send him into the wall, hitting the back of his head against it and blacking out.

One of them charged at Rarity and swung, but the unicorn quickly used a levitation spell to wrench the weapon out of his claws. Confused, he realized too late what was happening and was struck in the back of his head with the blunt end of his own weapon, the impact and shock instantly knocking him out. Another one was nearly upon her but Spike jumped up and breathed fire onto his face, causing him to roar with pain and drop his weapon to cover his eyes. Applejack saw this and galloped towards him, ducking under the swing of the other soldier who she was currently fighting. She jumped up and nailed the screaming soldier in the back of the head with a haymaker that sent him to the ground, out cold.

She turned around only for her eyes to widen in shock as she saw the electrical blade coming down right at her head. There was no time to dodge or even move. Suddenly the soldier was gone, only a rainbow trail as a hint where he might be. Applejack turned her head to see that Rainbow Dash had smashed the soldier's head into the wall hard enough to leave and imprint in the metal, obviously having blasted forward at full force to save her friend.

"RD!" Applejack shouted in both worry and relief.

"Rainbow darling, are you alright?" Rarity asked as the group sprinted the short distance over to the cyan mare slowly descending to the floor.

"Yeah, I'm ok," she answered, a flinch upon touching ground betraying her condition. She raised her back leg, keeping it off the ground as she limped to face her friends. "Don't worry, I think it feels a lot worse than it is. I can still move it, and it's not bleeding," she attempted to reassure them. "Luckily, I can still fly."

"Lucky or not, you're hurt. We need ta get outta here and find the others," Applejack said, tacking the reigns of leader in the group. "Saddle up, everypony, there's sure to be more of them things acomin'!"

**-FIM/XLR-**

Twilight stared in shock at the three bipedal creatures that stood not too far from her and her friends. They were of various sizes, not to mention girths, but all seemed to be wearing clothing on their upper and lower bodies, had manes of different colors on their heads, but no coats on their bodies, except for the arms of the largest one that seemed to have a little bit. Their bipedal stances made them tower above her and friends, making her feel a bit scared. From what she could tell the fat one and the skinny one were males while the more slender one was female.

"Hey guys, what's going on?" she heard a masculine voice call. She looked behind the three beings and saw a fourth climb its way onto the platform. Panicked, Twilight fired a warning shot of magic at the creature, hitting the floor just in front of it. Startled, it fell back and she could hear it yell before shouting in pain, sounding like it had fallen a short distance.

"Hey! What was that for!?" the one with blonde mane asked in an upset tone. The one with the black mane and the strange blue hat hid behind the other's massive girth, peeking out from behind him.

"Go get it, Kiva!" he shouted in frightened tone.

Even without him having asked the female had already taken some strange stance with her arms and legs. Judging by the threatening look in her eyes this was some sort of battle stance.

"S-Stay back," Twilight stuttered, gathering magic in her horn. "I'm warning you! Stay back or I will defend myself and my frie-!"

"Twilight, don't be such a meanie-mean-meanie-pants!" Pinkie Pie interrupted and then dashed over the fat one before anypony could stop her. "Hi! I'm Pinkie Pie, but you can call me Pinkie! What's your name?" she asked in her usual bubbly tone while extending a hoof towards the taller being, standing on her hind legs to make the task easier.

The red maned one looked surprised to see that Pinkie had managed to slip past her, while the skinny male looked just generally surprised.

"That thing can talk?" he asked.

"Of course I can talk, silly billy! See! I'm talking right now! I'm still talking! I'm doing it again! Should I keep talking?"

The large male grasped Pinkie's hoof in its… claw? She couldn't tell exactly what it was, but after grabbing hold he shook the pink mare's hoof in a greeting.

"Uh, hey there Pinkie. My name's Coop," he answered, his face somewhat confused but ultimately friendly and nonthreatening.

Pinkie giggled. "That's a fun sounding name! I _love _funny sounding words and names! Coop! _Coop! _**Coop! **COOP!" she began saying the name in several different tones.

Twilight was shocked at how this was going, but on the other hoof it was Pinkie Pie, the one mare that threw logic out the window down the side of cliff to have it sink to the bottom of the ocean whenever she felt like it. Realizing the creatures were not inherently antagonistic she decided it would be best to mend the bridge that she had damaged in her panic.

"Ahem," the alicorn began, causing all eyes to turn to her. "Um, I would like to apologize for my actions. I was trying to protect my friends from what I perceived as possible threat, and for that I am sorry," she said, taking a tone with as much regal authority as she could muster, thinking back to both her lessons and watching how Princess Celestia and Luna both addressed other ambassadors.

"Yeah! You better apologize!" said the being that she had scared off before, attempting to pull himself up again. As he shouted he began to lose his grip but Twilight quickly grabbed him with a levitation spell. The being was shocked as he was lifted up in the air, surrounded by her violet aura, as the other three beings looked on in surprise. She quickly brought him over to the others and gently set him down on the platform next to them.

"Whoa," the one called Coop muttered.

"Who and what are you?" asked the female.

Twilight stood up tall, flaring her wings and attempting to look as regal as possible. "I am Princess Twilight Sparkle, new royal of Eques-"

"Pfft."

The three males snickered and attempted to hold back their smiles.

"Uh, what was your name again?' the one with the hat asked through his snickering.

"T-Twilight Sparkle?"

The three of them held on as long as they could, that is to say a few seconds, before bursting out laughing, barely managing to keep themselves standing.

"Its so girly!" the one with the hat managed to say through his laughs.

"I know!" Coop responded, managing to squeeze out the response.

"Wha? What's wrong with my name!?" she shouted. It was then she noticed that a feminine giggling had joined them. The violet alicorn glared at the pink mare who had joined the three males in laughter. "Pinkie, what're _you _laughing at!?"

"I'm sorry Twilight, but I just like laughing!" Pinkie responded through her merriment.

The female being sighed and walked over to Twilight, causing her to instinctively step back, but she bumped into something, or rather somepony. Twilight looked down at her hind legs to see that Fluttershy had been quivering there with her hooves over her eyes the whole time. Twilight turned back to see the female was sitting down right in front of her.

"Princess Twilight Sparkle, was it?" she asked.

The friendly smile on her face made Twilight realize this being was sitting as way to seem less intimidating, despite still being taller than the pony.

The violet alicorn relaxed before answering. "Just Twilight will be fine. And you are?"

"My name is Kiva Andru. You can just call me Kiva," she said and turned towards the other three who were finally starting to settle down from their laughing fit. "He's Jamie, that's Goat, and you've already been introduced to Coop," she explained, pointing to the one with the black mane and brown mane, respectively.

"Ok. Well, you've already met Pinkie Pie, and this," she said moving aside a step revealing the yellow pegasus pony, "is Fluttershy."

The terrified mare moved its hooves away from its eyes long enough to see Kiva's smiling face. She squeaked and immediately covered them again.

"Um, don't mind her, Fluttershy isn't the most sociable of ponies."

"'Ponies'?"

It dawned on her that these beings had yet to explain their respective species to each other.

"Um, yes. I am an alicorn, as you can see. Pinkie Pie is an earth pony, and Fluttershy here is a pegasus."

"Don't you mean 'unicorn'?" the one called Jamie asked.

"No, alicorn. I _used _to be a unicorn, but then I ascended and got these," she explained flaring her wings. "Still getting used to them though. So, what are all of you?"

"Uh… humans?" Coop said as though the answer was obvious.

"'Humans'? I feel like of hear of that before," she muttered placing a hoof to her chin. Her eyes widened after a moment, then she almost immediately facehoofed. "Oh by Luna's starry mane, they're real."

"What?"

"Oh! Um, n-nothing! I just… remembered something an acquaintance of mine said."

-FIM-

"Hm?" A teal coated unicorn perked up and flopped her ears.

"Lyra, what is it?" a yellow coated earth pony asked, looking up from her newspaper.

"My ears are burning… I think someone's talking about me," she said. Suddenly an excited smile spread across her face. "And I think they're talking about _humans_!"

Bob-Bon simply looked back with an unamused expression. "Shut up and eat your hay fries."

**-XLR/FIM-**

"Um, ok. If you don't mind me asking, how did you get here?" Kiva asked.

"Well, I was working on a spell meant to view other worlds when-" she began before cutting herself off, her eyes widening in realization. "Oh no! My friends!"

"W-What's wrong?"

"I-I don't know where they are!" she said while trotting in pace in a panic, whipping her head back and forth hoping to see them somewhere nearby.

"Uh, aren't your friends here?" the one named Goat asked, pointing to Pinkie Pie.

"No, I mean there's four more of them! They didn't get sucked into the portal the same time we did and they could be-!"

"Wait a moment," Kiva interrupted the increasingly panicked pony. "Did they come through in a pink pall of energy, like you did?"

Twilight turned to Kiva, a brief glint of hope in her eyes. "Yes! That was the barrier spell I cast around them to keep them from getting hurt! You saw it!?"

Twilight's heart began to drop into her stomach when she saw the worried look on Kiva's face.

**-XLR/FIM-**

The three mares and young drake panted as they came to a stop.

"Ugh. I'm going to need a trip to the spa to get all this sweat out of my coat," Rarity complained through her panting.

"Jeez Rarity. A little sweat or being caught by those things, what sounds better to you?" Rainbow Dash asked angrily.

"I'm still running aren't I?"

"Can it, you two," Applejack ordered. "This ain't the time ta be fightin'."

"S-Sorry," they both said.

Applejack knew it was best to get those two to be quiet, but she was also pretty frustrated. They had been running away from their pursuers nearly non-stop, and it was starting to wear on their nerves, especially due to not knowing anything. Luckily, they had found some peace, if only for a moment.

"We really need to find the exit and leave this terribly drab and dangerous place," Rarity commented.

"What!? But Fluttershy, Twilight, and Pinkie are still here!" Rainbow shouted.

"Correction, we're _assuming _they're here. For all we know they're thousands of miles away. I say we get out of this dreadful place, find some way to get our bearings and some information, and if it _does _turn out they're here then we'll march back in and get them out!" Rarity declared heroically.

"That might be a problem," Spike commented from a few yards away, looking out a window he had found the others followed suit and looked on in shock. Outside they saw black, nothing but endless blackness. No ground, no sky, nothing to indicate that there was even a world outside this… whatever it was.

"We're not getting' outta here," Applejack muttered. "Even if we found an exit we'd have nowhere ta go."

"So what do we do!?" Spike asked anxiously.

Applejack looked around, hoping to see something that would help, and noticed a small ventilation shaft. A thought entered her mind, but she grimaced.

"Applejack, what's wrong darling?" Rarity asked.

"Yeah AJ, what's up?" Rainbow Dash added.

Applejack closed her eyes for moment then sighed.

"Ah got an idea, but ya'll ain't gonna like it," she answered.

"What do you mean?" Rarity asked.

"Spike, can ya pull out that there vent there?" she asked point to covered hole.

"Huh? Uh, sure, I guess so," Spike answered, confused.

"Do it," she ordered.

"Uh, ok," he said, a little taken aback by how forceful she commanded. He grabbed the panel and, with some effort, managed to yank it off. "Ok, now what?"

"You're gonna go in there and hide. Don't make a sound, don't come out, and try to see if you can find some kinda info on where the hay we are."

"But AJ, we all can't fit in there," Rainbow Dash stated, noting how small the ventilation shaft was.

"I didn't say 'we're gonna go in there'," the orange mare explained while taking off her element necklace. "Only him."

"WHAT!?" The other three screamed simultaneously.

"You can't be serious!" Rainbow shouted.

"Ya said it yourself, RD, the rest a us can't fit in there. Spike has ta go alone."

"B-But why do I have to leave at all!? I should stay and help you!" Spike complained.

"Spike, listen ta me, we ain't got any way ta leave, and we have no idea where we're goin'. Sooner or later, we're all gonna be tuckered out, and then we're gonna get captured."

"So you're just going to let me escape by myself!? No way! I'm not leaving you guys!" Spike yelled back, tears in his eyes.

"No Spike, I'm afraid she's right," Rarity butt in, opening her eyes after contemplating the issue for a moment. "We will get caught eventually, especially considering we can't leave, and we can't put our faith in the others showing up to help us escape before then. Also, if we allow ourselves to get caught, we might finally get some information. Surely they won't give us much, but anything is better than running around completely blind."

"Right. And we'll leave the Elements of Harmony with Spike, that way them creatures won't mess wit' 'em, or worse break 'em," Applejack added.

"That's probably a good idea," agreed Rarity, using magic to remove her own necklace.

"B-But Rarity, you can't-!" Spike began.

"Now listen dear, and listen good," Rarity interrupted, gently holding Spike's face. "This is very important, and we're going to need you be the brave and reliable drake I _know _you are. Please, can you do this for me Spikey-Wikey?"

The purple dragon looked back to the white mare, tears still forming in his eyes, unable to respond.

"Rainbow Dash, I know _you _can't be ok with just quitting like this!" Spike said, turning to the cyan pegasus.

Rainbow merely stayed quiet for moment then sighed taking off her own necklace.

"I could totally stay away from those creeps as long as I needed to, but to do that I'd have to leave the rest of you behind, and I won't do that," she said before walking over to Spike and placing a hoof on his shoulder. "Listen kid, this isn't gonna be easy, but we need you to do this. Whatever those creeps are gonna do to us, we'll be able to stick through it as long as we know you're safe. And remember, don't be a hero. That's probably the only time you'll ever hear me say that. Can you stay strong, kid?"

Before he could answer Applejack took off her hat and put it on Spike's head.

"Take care of this too, will ya? I don't want those ninnys messin' it up," she said with smile.

Spike lowered his head and rubbed his eyes before sniffling for a moment. We he raised his head he looked back at them with a determined look in his eye before saluting them.

"You can count on me, everypony!" he proudly declared.

They all smiled and nodded back. A moment latter they heard the approaching sound of stomping.

"Hurry! Get in there and close it up, and don't make a sound, ya hear!?" Applejack ordered.

"G-Got it!" Spike answered, carefully ducking into the ventilation shaft along with the Elements and Applejack's hat before pulling the grate back in place. Moments later the creatures arrived, surrounding the three mares on all sides, backing them up towards the shaft and helping them hide it's presence from them.

"Surrender or be destroyed!" one of them bellowed.

The three mares looked to each other for a moment before raising up their forelegs.

"We surrender," Applejack said.

There was a moment of silence some exchanging of glances between the creatures, apparently not expecting them to give up after having run all this time.

"Set blasters to stun," one of them ordered, finally recovering from shock.

They all pressed a button on their weapons then fired upon the three ponies. They all yelped in pain before collapsing. Spike was barely able to cover his mouth and keep himself from calling out to them.

"Restrain them and take them to the Warmaster," ordered one of the things. Others stepped forward grabbed the helpless mares. Before dragging them away Spike caught a glimpse of a barely conscious Applejack giving him a smile before being pulled away. Within a few moments, all of them were gone.

Spike finally began to breath and wiped his eyes, sniffling for a moment. After taking a deep breath and steeling his resolve, he crawled further into the vent, intent on finding out where they were and also finding a way to save his friends.

**-XLR/FIM-**

"THEY'RE WHAT!?" Twilight Sparkle screamed, having been explained where they saw her friends land and what the Glorft were. "Ohnoohnoohnoohno-"

"Twilight, calm down, you're doing it again!" Pinkie Pie screamed as she violently shook her friend.

"Um, P-Pinkie Pie, I don't think-" Fluttershy attempted to interject.

"Hey, just chill. We'll rescue your girly pony friends," Coop stated calmly.

"W-What?" Twilight asked, almost not believing what she heard.

"Coop?" Kiva asked.

"Well, it's not like we were gonna leave them hanging, were we?" Coop clarified. "We get there, rescue the candied colored ponies, and come back here for some philly cheese steaks."

"'Philly cheese steaks'?" Pinkie Pie asked.

"Oh man, you don't have philly cheese steaks where you're from!? Boy are you in for a treat!"

"What are they?" Pinkie asked excitedly.

"Uh, Coop?" Jamie began.

"They're hot sandwiches with cheese, beef, and few other things," Coop explained.

"What's 'beef'?" Pinkie asked.

"Coop, I don't think-" Kiva tried to interrupt.

"Uh… cow?" Coop answered simply.

The three mares recoiled in shock and disgust.

"'C-Cow'?!" Twilight stuttered. "A-As in m-meat!?"

"Yeah?' Coop answered, not knowing what the big deal was.

"You _eat _other creatures!?"

"You don't?"

"Coop, if they're anything like the horses here on Earth, that means they're herbivores," Kiva explained.

Coop thought for moment then looked back to Kiva. "What's that mean again?"

"It means they don't eat meat."

"Isn't that vegetarian?"

"No Coop, I don't mean they _refuse _to eat meat, I mean their bodies aren't made to eat meat."

Coop's eyes widened in shock. "You mean… they _can't _eat meat?" he asked with a horrified expression.

"For lack of a better explanation, yes," Kiva answered in a frustrated tone.

Coop simply stood there for a moment before walking over to the three ponies who were now too terrified to move. Once he stood directly in front of them he kneeled down and gripped them all in his massive arms. Just as it finally came to Twilight that she might want to struggle and escape, she noticed that Coop was sobbing.

"You poor, poor things. D-Don't you w-worry, I'm here f-for you-ou-ou," he blubbered.

"He still doesn't get it," Jamie commented.

"Ugh, Coop we have important things to worry about than whether or not they eat meat," Kiva complained.

"O-Ok," he stuttered, rising and wiping his eyes.

The three mares simply stared back at him like he was crazy, which in Pinkie Pie's case meant a lot.

Twilight shook herself out of her stupor. "So, hold on, you really intend on helping us?" she asked. Coop simply nodded in response. "Not to question your skill, but how are you going to do that? You're only four humans, and it sounds like you're going against a well fortified army."

"Make that three humans," Goat chimed in. "No hot space chicks, no junk planet, I'm out," he declared while walking off the platform.

"Meh, it's no problem. Coop and M.E.G.A.S. beat the squids all the time," Jamie explained calmly.

"'M.E.G.A.S.'? Who's that?"

Pinkie Pie giggled. "That's another funny sounding name!"

"This is M.E.G.A.S.," Coop explained, tapping the platform they were standing on. "You know, the robot you hit when you fell out of that portal?"

"What are you talking about? We didn't really see what we hit when we fell out," Twilight explained.

Coop opened his mouth to explain, but stopped. He then simply smiled and said, "Just step off and we'll show you what I mean." He then turned and entered the red box he had been in when they first met. Jamie entered the box with him while Kiva jumped off the side of the platform, landing gracefully on the ground. Twilight and Fluttershy flew down to the bottom.

"Ok Pinkie! Jump down and I'll catch-!" Twilight called up to the platform.

"Hi Twilight!"

"Gah!" Twilight flinched as she saw the pink mare had seemingly warped next to her. She then simply shook her head, realizing she should've been used to this by now. "So, what're they going to show us?" she asked Kiva.

"Just give it a minute," she answered, turning back to face the platform, the three mares doing the same.

Then, without warning, the platform began to rise. Not only was it much bigger than they had thought, but it was not merely a platform but some kind of metal giant. It had two legs, two arms, was colored blue and silver and had flames and the number twelve painted on it. On it's back was some kind of engine, out of its shoulders came two fins, and on top of it all was the red box that Coop and Jamie had entered. It was so tall it seemed like if it was any taller it would block out the sun.

Twilight Sparkle, Fluttershy, and Pinkie Pie simply looked up in awe, their mouths open wide enough that it seemed a train could've easily gone through.

"Oh… my," Fluttershy squeaked out.

"Dashie is gonna _flip _when she sees this!" Pinkie exclaimed.

"Come on," Kiva said, walking towards the metal golem. "Let's see if we can find a way to rescue your friends."

**-XLR/FIM-**

"Keep moving!" the soldier ordered.

"Hey, give me a break! My leg's hurt and you won't let me use my wings!"

Gorrath turned to face his prisoners and grimaced at their bright colors and naked bodies.

"Repulsive," he muttered.

One of them was white and purple with a horn on its head, the other multicolored with blue being dominant and possessing wings, while the third was orange with yellow hair. All three of them had collard around their necks and blasters and polearms pointed at them.

"Welcome to the Karajor," the Warmaster began. "Did you enjoy having a look around?"

"Ugh, this place is awful!" the white one replied. "And I'm not talking about how your guards treated us. I mean this _atrocious _décor! Everything is this drab shade of green, there are no pictures or furniture of any kind to liven up the place, no accents at all! And don't get me _started _on your outfits! All those angles and haphazard designs! The only positive things I can say are at the very least there are no clashing colors, and I must admit your uniforms do bring out the color in your eyes."

"_SILENCE!" _Gorrath bellowed, both enraged and shocked at just how much this pathetic lifeform could talk.

"Well, I see some creatures just can't take constructive criticism," the white one huffed indignantly.

Gorrath wrenched a blaster out of one of his guard's hand and pointed it at the white creature. _"SHUT UP OR I'LL BLAST THAT HAIR OFF YOUR STUPID HEAD!"_

The creature flinched, holding it's two front appendages above its had defensively you.

"You. Wouldn't. _Dare_," it responded in both anger and shock.

"_ENOUGH OF THIS! _YOU WILL TELL ME WHAT HAPPENED TO THE ENERGY SOURCE YOU BROUGHT WITH YOU ONTO MY SHIP!"

"'Energy source?' What's he talking about?" the blue one whispered.

"Don't try and play dumb with me! The entire time we've been tracking you you've been radiating an unknown energy from your position, and then just before your capture it disappeared! I want to know what happened!"

The three creatures looked at each other, confused. Then the orange one's eyes widened with realization. She looked to the others and tapped her neck, the other two seeming to realize what she was talking about.

"So you _do _know! Tell me now!"

"And why would ah do that?" the orange one asked defiantly.

"Because if you don't I'll destroy you!"

The orange one smirked. "If you really wanna use that power, that'd be a big mistake."

"And why is that?"

The orange one kept quiet.

Enraged Gorrath pointed the blaster at the blue one instead.

"Talk!" he ordered.

The blue creature blew a raspberry at him. "Yeah right! I'm not the Element of Loyalty for nothing, bub!"

The Glorft learder was about to yell again when he remembered the white one. He pointed his blaster at her purple hair.

"Speak now, or your precious hair will be incinerated!"

The white one squeaked for a moment before gathering herself and huffing and defiantly. "Do your worst! It'll grow back, you ruffian!"

"Why you-!" Gorrath seethed, aiming the blaster between her eyes.

"NO!"

The orange one jumped up and hit the blaster out of his hand. He responded by grabbing her head and squeezing.

"_TALK!"_

"Make… me," the orange one struggled.

"Gladly," he responded, dropping her to the floor. "Commander! Take, this-" he began, only to turn around and see his second-in command was still missing. He growled, and turned to the group of guards. "Take this one to the interrogation room," he said pointing to the orange creature. "And throw the other two into the prison cells!"

As the guards obeyed their orders the Warmaster activated his communicator.

"Commander, where are you!?" he bellowed.

"Apologies, Warmaster, but I'm still fixing the reactor," the voice answered.

"Hurry it up already! I'm going to be processing one of the prisoners, you had better be done before I'm finished with her or I'll have your jhorblochs!"

"By your command, Warmaster," the Commander answered calmly before cutting communications.

"Hm… The Commander is a bit less snarky today, " he muttered to himself before heading towards the interrogation room.

**-XLR/FIM-**

The Commander looked back at two guards behind him, frozen and encased in black crystals and chuckled before turning back to the reactor, the tube of light and energy, seeing the black energy building around the red horn inside.

"I'll be with you in a moment, Warmaster," he said to himself in a sinister tone.

**-FRIENDSHIP IS AWESOME-**

_**Honestly I had a hard time deciding where to end this chapter. I could've probably gone on for another few pages, but I feel now's a good enough time to leave you all on a cliffhanger.**_

_**So yeah, this was mostly a "getting to know you chapter", with a bit of fighting provided by the gang caught trapped on the Karajor. There's a bit of shifting perspectives here, and if that annoys anyone don't worry, it should be done by the end of the next chapter.**_

_**Also, to those of you who are waiting for action, that'll also be coming by the next chapter. I know I probably shouldn't be hyping everyone up for this, but I'm pulling from the whole M.E.G.A.S. continuity, so expect to see plenty of recognizable attacks and modifications from the series to pop up in rapid succession, as well as few extra moves I'm gonna throw in.**_

_**Until then everybody and everypony!**_


	3. Break In

The Commander rose up from the floor, groaning and holding his head.

"Where am I?" he asked out loud, observing his surroundings as he rose. "The reactor?" he muttered, looking at the massive glowing tube in front of him.

From behind came a humming noise, the sound of blasters being charged. He turned to see two of the guards holding their blaster pistols at him.

"W-What are you doing?" he asked, confused.

"Don't move, sir, or we will be forced to fire," one of them answered.

"Wh-What? What is this? Stand down!" he ordered, but the two guards did not obey.

"Sir, it is in your best interest to-"

The guard was cut off by a surge of power emanating from behind the Commander, who turned around to see the reactor opening. A black mass jumped out and landed in front of the Commander, who scuttled backwards and drew his own blaster, aiming it at the dark blob. The two guards had also shifted their aim towards the mass as it slowly began to take form.

Within seconds the mass of blackness took the form of some form of quadruped, only barely above their knees in height. It possessed long black hair, a dark grey coat of fur, a single red horn protruding from its forehead, and was even dressed with a crown, armor, and a flowing robe. The creature took a deep breath before letting out a content sigh.

"Whole once again," it said softly, its smile revealing razor sharp fangs. It opened its eyes, revealing its red irises. "Now then, I know this line is somewhat cliché, but if you don't mind," it began, addressing the three Glorft soldiers as its grin widened, "take me to your leader. I believe he's in the interrogation room by now."

"F-Fire!" the Commander ordered.

He and the other two guards fired their blasters. The red beams of energy inexplicably veered off at the last minute, hitting the walls. The Commander could've sworn the creature's horn glowed for a moment.

"I see that some creatures need to be taught the hard way," it stated with a terrifying smile before shifting to a more ethereal form while its eyes began to glow green and rushing forwards.

**-XLR/FIM-**

Applejack struggled to find a comfortable position in her restraints, not easy considering the device holding her was meant for a two-legged being. Her forelegs were held above her and pulled to the sides by large manacles. Her lower body had a large collection of wires attached to it, starting from her flanks and going down. They didn't hurt but she found that whatever they were they made it impossible to move her legs. She couldn't even wiggle one of her back hooves if she wanted.

The large circular room had a massive hole in the center, with a platform outlining the rim with several guards stationed on it, and armed with those electric polearms. Applejack was hung and restrained in the center, on a small platform with only one small bridge leading to it. Without the ability to fly or teleport it was her only way out.

"Dangnabit, as if ah didn't have enough things to deal wit already," the farm mare muttered under her breath.

Applejack had been waiting in this state for who knew how long, the anticipation of her interrogation simultaneously nerve wracking and frustrating. To calm herself she continually prepared by remembering what she had learned.

Finally the door to the room slid opened revealing the leader that they had all met before. The guards all saluted him as he stomped towards her, his mechanical armor making machine like noises as he went. He stopped right in front of the orange mare.

"Where is the reptile?" he demanded.

"What?" Applejack asked, caught off guard by the forwardness of the question.

"Don't play dumb with me!" he shouted.

He pointed a small device at the wall to her right and pressed a button, causing some kind of screen to appear. Her heart nearly dropped into her stomach when she saw a recording of her and her friends, Spike included, running through one of the corridors. The recording stopped on Spike, emphasizing the situation even more.

"This creature was caught on surveillance cameras along with you and the other two, and disappeared just before the energy signature we were tracking vanished," the creature explained before taking a step forward, his face inches from hers. "Now where is he?"

Applejack snorted defiantly. "Dunno. We sent 'im off on his own. No idea where he is now."

"YOU LIE!"

Rage surged in the farm mare's body at that. "DON'T YOU _EVER _CALL ME A LIAR! AH'LL POUND THAT STUPID HEAD A YOURS INTO THE GROUND!"

The creature seemed surprised that she had actually yelled back at him for a moment before quickly recovering. "I'LL CALL YOU WHATEVER I PLEASE, YOU REPULSIVE THING!"

Applejack bit her lip, stifling her desire to yell back. She had let herself get captured to get information, not get in a shouting match. "Speakin' of callin' each other things, you gonna tell me who and what you are or am ah just gonna call you a no good snake in the grass?"

The creature responded with a prideful smirk. "Yes, I suppose you should learn to properly fear me," he answered before taking a few steps back and standing tall with bravado. "I am Warmaster Gorrath, leader of the Glorft armies, conqueror of entire systems and soon the entire galaxy!"

The guards all chimed in banging their weapons against the floor and cheering, adding volume and intimidation to this "Gorrath's" declaration.

"Well aren't you humble?" the farm mare replied in a snarky tone. "My name's Applejack, by the way."

"Now, you will tell me where the reptile is!"

"Ah already told, ah don't know where he is right now. An even if ah did, there's no way I'd tell a slimy snake like you."

Gorrath stepped forward, their faces inches from each other as he growled. Applejack's stubborn glare held though, refusing to falter.

"Fine," the Warmaster conceded, realizing he wasn't getting anything. "Then you will explain what that energy source is and how to use it."

"And why would ah do that?"

"So I can use this energy and take back what's mine: Earth! And maybe I'll find a way to take over your dimension as well."

"If you're tryin' ta convince me ta help ya, ah gotta say you're doin' a pretty poor job at it."

Gorrath grabbed the orange pony's neck and began to squeeze.

"Talk, or I will break your neck," he threatened.

"If ya did that… then your chance… a using that power… goes from slim ta none," she strained.

"And why is that?"

Applejack stayed silent. After a moment more the Warmaster released his grip.

"Fine. Be that way. If you won't talk, let's see if your friends will," he said in a sinister tone as he turned around and walked towards the door.

"W-Wait!"

Gorrath smirked and turned. "Oh? Suddenly feel like talking?"

Applejack groaned, upset at her moment of weakness, but sighed in resignation. "Yeah," she answered while hanging her head. After a moment she raised it again with a defiant smirk. "But it still won't help you none."

Gorrath stomped over to his prisoner again. "Talk," he commanded.

"They're called the Elements of Harmony, and they're some of the most powerful sources of magic where ah'm from."

"'Magic?' You dare mock me?"

"Oh, it's the truth. You don't have ta believe me if ya don't want, but as the Element of Honesty that kinda hurts."

"'Element of Honesty?'"

"That's right. It's the Element that I got chosen to represent. You get all the Elements together and you got about the most powerful force in all of Equestria. And ah'm not just talkin' about the jewels."

"What do you mean?"

"Ah mean that nopony can use 'em but us. Each Element can only be used by their Element Bearer and nopony else."

"Then I'll _make _you use them for me!"

"An' that's the other problem, you ain't got 'em all."

"What?"

"There are six Elements of Harmony, and you only got three. Even if we wanted to use them for ya, and I can assure ya we _don't_, wouldn't matter since you ain't got the rest of 'em."

"LIAR!"

"WHAT DID AH TELL-!?"

"Unfortunately for you, Warmaster, she's telling the truth."

All faces turned towards the opening door and to the source of the calm yet menacing voice, revealing the Glorft Commander, his body black and smoking.

"Warmaster… you have a… visitor," he wheezed before falling over, revealing the armor clad pony behind him.

"Oh no," Applejack whimpered.

"Apologies for roughing up your second-in-command and some of your guards, Warmaster, but they weren't being particularly cooperative," said the figure as it stepped over the body in front him.

"GUARDS!" Gorrath bellowed.

The rows of guards lining the room ran forward to intercept the intruder, only to be cut off by two massive pillars of black crystals.

"Now, now, there's no need for that. I'm just trying to help," the regal pony explained as he continued his walk forward.

"'Help?'" Gorrath asked, confused.

"Stand aside. Let me show you how to properly interrogate somepony."

Despite not being one to take orders from others the Glorft leader allowed the regal pony to pass, a deep primordial fear telling him to take the path of least resistance.

"Applejack, was it?" he asked as he stopped in front of the prisoner.

"How are you alive? We took ya down. _Way _down!" the orange mare shouted, trying to mask her fear with anger.

"Oh come now, surely you've heard enough stories to know that somepony like me always finds a way to come back. I just happened to find something in this dimension that proved useful to restoring me to my former glory."

"Well look at you talkin' all fancy. Ah thought all ya could do was growl an yell."

The dark pony's smile faltered. "Yes, a little side-effect that comes from one's body and mind being _broken down to an ethereal form and forced to live imprisoned in ice for more than one thousand years_," he explained, the anger and resentment seeping into his voice. After a moment's pause his smile returned, even more sinister than before. "I'll make sure to thank the Princesses for their treatment once I have them groveling at my hooves and _begging _for mercy."

"Like ah'll let that happen!"

"Oh please, as if you could stop me. In fact, you'll be _helping _me."

Applejack chuckled. "An here ah thought you couldn't make jokes. Just what makes you think ah'm gonna help you?"

"Because, my dear, when I'm done with you _you'll be too terrified to disobey me._"

The armor-clad pony's eyes glowed green while smoke rose from the edges, and Applejack's own eyes turned the same color. She convulsed for a moment before her eyes rolled back into her head and she fell limp.

"Now then Warmaster, if you'll follow me, we have much to discuss," began the regal stallion, dispersing his crystal pillars as he trotted back towards the door. "As much as I enjoy hearing the sound of screams, it does make it somewhat difficult to have a proper conversation."

"Screams?" Gorrath muttered.

"Ugh… what happened?"

Gorrath turned back to face the orange pony. Her eyes were still glowing with green energy, and her gaze appeared to be thousands of miles away.

"Where am ah?" she mumbled. "The farm? What's goin'-?" suddenly her face contorted into an expression of pure terror. "No. Oh Celestia, please no! GRANNY! BIC MAC! APPLE BLOOM! NO! NO, PLEASE! SOMEPONY, PLEASE! MAKE IT STOP! _NO! AAAAAAAAAAAAAHHHHHHH!"_

The farm mare struggled in her bonds, her speech descending into nothing more than pleading and screaming. Gorrath was shaken by the sudden change in the stubborn pony's demeanor.

"Coming, Warmaster?"

The Glorft leader turned to face the stallion at the entrance, his expression eerily calm and amused. He hesitated but soon followed the dark pony outside, the door closing behind them, muffling the screams of the prisoner inside.

"Who and what are you?" Gorrath demanded.

The stallion raised his head proudly. "I am King Sombra, master of black magic, rightful ruler of the Crystal Empire. But I'm sure none of this means anything to you, so I'll skip to the part you _do _care about." Sombra's smile widened, showing off his sinisterly evil fangs. "I'm your new best friend."

**-XLR/FIM-**

Twilight observed the controls of the cockpit in awe and confusion. Either the creator had set up the controls with a need to made things as complicated as possible or had seemingly no forethought at all. Considering that the creator was Coop she assumed the latter, even with how little she knew of him. Pinkie Pie was excitedly asking the pilot about each and every contraption in front of her, which he was more than happy to answer, while Jamie sat in the passenger seat trying to deal with her exuberance. Fluttershy was in the back with her and Kiva, cowering on the seat, scared of being inside this colossal metal titan, but doing pretty well considering.

"Alright then, let's see if this can work," Kiva began, finally done typing on her screen, which as she explained earlier was _not _magic, but technology from the future.

"Do you really think it will?" Twilight asked.

"Your jewelry, or 'Elements of Harmony', have a unique and powerful energy signature, and although they're all a bit different they're giving off relatively the same reading. I'm sure we'll be able to track their position if I can analyze it."

"Ok then, let's try it."

"Right. Hand it over, if you please."

Twilight removed the crown from her head and levitated it over to Kiva, who took it in her hand.

She stared at her screen for a moment. "That's odd."

"What is it?"

"The energy signature I was picking up… vanished," she answered.

"V-Vanished?" Fluttershy asked.

Kiva pondered before turning her screen to Fluttershy, who flinched a bit but still stayed where she was. After a moment she turned it to Pinkie Pie.

"Interesting. Twilight could you put your crown back on?"

"Um, ok?'

The violet alicorn levitated the crown back onto her head as Kiva turned the screen to face her.

"As I thought," Kiva began. "It seems your Elements only give off their energy reading when you wear them, otherwise they're just hunks of metal as far as the scanner is concerned. Just give me a minute to scan and enter the energy signature into the computer."

"Alright," Twilight nodded.

Kiva pressed a button on her screen, causing a bar with the words "Scanning" to appear on it. Soon enough, the bar filled and "Complete" appeared above the bar instead. With a few more tapping of holographic buttons, three energy signatures appeared very close to each other.

"Looks like we've got it, however, there's a problem," Kiva stated.

"What's wrong?" Twilight asked.

"As we just found out, if the Elements of Harmony are removed from their bearers then the signature goes away. If your friends have been captured by the Glorft, I doubt they'd let them keep them on, especially if they noticed the energy emanating from them."

"Hm," Twilight pondered considering the situation. "Oh! I have an idea! What if you scanned my magic?"

"Your magic?"

"Well, I don't know if it'll be the same, but Rarity is a unicorn, so she'll probably have some sort of magic signature to pick up on, right?"

"Well, you yourself have been giving off some slight readings aside from the Elements of Harmony, so it could work. Could you cast some kind of spell?"

"Hey, I don't want any fireballs or nothin' ruining my leather, you hear?" Coop warned from the front seat.

"Don't worry, Coop. I'll just use a simple illumination spell. That should do the trick," Twilight assured him.

Twilight gathered her power into her horn and a bright, but not blinding, light began to radiate from her horn. Kiva activated the scanner again and quickly catalogued the readings into the computer.

"Alright, we're good," she said, Twilight deactivating the spell in response. "And now we've got to find a way to fix our final problem. Namely, how do we get to the Glorft?"

"Whaddy mean? We just fly up there, rescue the four ponies, and beat the snot out the squids like always," Coop said confidently.

"Three ponies, actually," Twilight corrected. "One's a dragon."

"'A dragon?' Nice! Can he breathe fire?" Jamie asked.

"Well yes, but not a lot. He is a baby after all."

"We're gonna have to take care a whiny baby? Lame."

"Well, I guess it would be more accurate say he's like a kid. I mean, he can talk and walk, but he's a baby compared to how long he's going to live."

"Anyway, back on topic here," Kiva interrupted. "This isn't as simple as just flying up to them and attacking, we have to assume they've all been captured so our actions will have to be quick and deliberate. More problematic is how they're currently in null-space."

"'Null-space?' That sounds boring. Is it boring?" Pinkie asked.

"It's a dimensional space that's used for travel that can't be accessed without a null-space drive, which we don't have."

"Which means we'll have to make them come to us," Twilight concluded.

"Exactly. Not the best position to be in for a rescue mission."

"What other choice do we have?" Coop asked.

"We could wait for them to come out first," Kiva suggested. "Admittedly it wouldn't be a much better situation, but at least we wouldn't be simply waiting out in the open."

"B-But, um, who knows what they're doing to the others. A-And, the more we wait the m-more they'll do something just awful to them," Fluttershy managed to squeak out.

"Well that settles it. We're gonna get the squids to come out, and when they do we'll charge in to get 'em!" Coop proclaimed confidently.

Kiva looked to Coop and back to Fluttershy before sighing. "I guess we don't have a choice. Just try to not to put the one's we're trying to rescue in danger as well."

"I make no promises."

"What!?" Twilight exclaimed in worry.

"Strap in everybody!" the blonde man declared before slamming his foot on the gas pedal, causing M.E.G.A.S.'s thrusters to fire and the giant mech to race skyward.

**-XLR/FIM-**

Spike did his best to control his shivering as he held still, peering out of the grating in front of him. It wasn't particularly cold in the vent, but then again it wasn't temperature that was sending a cold chill down his spine, it was the figure below him.

"What do you mean 'its useless'!?" the being called "Warmaster Gorrath" shouted at the stallion.

"I'm afraid that's the nature of these things," replied King Sombra. "The Elements of Harmony are a magical force of pure goodness, and as such they cannot be used to bring harm to something other than black magic and those steeped into it. Your hope of using them as a weapon just isn't possible."

"GRAH! THEN CATCHING THEM WAS POINTLESS!"

"Now, now, Warmaster, don't jump to conclusions so quickly. They may be useless to you, but they are a necessity for _me_. And since I'm going to help you now it behooves you to keep them around."

Spike couldn't believe what was happening, one of the most evil forces of his world and what appeared to be one of the most evil forces of this dimension were teaming up! He had to stop this!

Unfortunately, he couldn't. Even if he wasn't a prisoner Spike realized he was still utterly powerless, which made him feel all the more desperate. He had seen Rarity and Rainbow Dash held in their cells, unable to even call to them lest he alert the guards. He'd seen Applejack locked in place in the interrogation room and seen Sombra inflict that fear spell on her. And he was seeing an evil alliance of devastating proportions being formed, and he still couldn't do anything but watch and wait. He was the only chance the three mares had and as little as he could do now he'd be even more useless if he got caught.

"Why do you need them?" Gorrath asked.

"One of them was performing a spell that was meant to view other worlds, and during our battle it was hit with the power of the Elements and became a portal," Sombra explained. "My dark magic would be enough to create the window but I require the good magic of the Elements to transform it into a portal and return to my world."

"But you can't use them. How are you going to make them use this power for you?"

"You've already seen how I intend to do that. My fear spell shows a being what they fear most, and with that I will break them. They will become too terrified of what I can do to disobey me. Even thinking of using the Elements to defeat me won't cross their mind because they'll be so terrified of what I can inflict upon them."

"Hm. So, what kind of deal are you trying to make here?"

"An exchange of goods and services. I want you to capture and hold the members of the Elements of Harmony here on the Karajor so that I may bend them to my will."

"How do you know the name of this ship? And who I am, for that matter?"

"Your Commander provided me with the information I needed. As I possessed him to allow me to revive myself I did a bit of poking around in his brain. How is he, by the way?"

"He's suffered worse."

"Good. I'd hate to weaken your forces before you could help me. Speaking of which, the other thing I want from you is one of your mechs."

"WHAT!?" Gorrath bellowed.

Sombra calmly turned and looked up at one of the giant metal machines in the massive room. "Although inelegant there's no denying the sheer destructive power they possess. Equestria will be ill-prepared to handle such a thing, and with one of them at my disposal I shall cut a swath through those who would oppose me."

"But you can't even pilot one!"

"No need. I've found I can possess the technology of this dimension. I'll simply take over the machine as though it were a body and use it like it was my own flesh and blood."

"And what makes you think I would give you _any _of my forces?!" Gorrath yelled, clearly opposed to the idea.

"Because, dear Warmaster, one of your mechs will seem a paltry price to pay for what I will give you in return."

"And what would that be?"

Sombra calmly turned and smiled at Gorrath. "What else? The one thing you've wanted ever since you've been stuck here in Earth's past."

"The prototype? Ha! And just how do you intend to get that for me?"

"Admittedly, I'll need some help from you and your forces, but it shouldn't be too much of a problem."

"I don't need _your _help to capture the prototype."

"Really? If that's the case _why don't you have it in your possession now_?"

"WHAT DID YOU SAY!?" Gorrath screamed, seething with rage.

"Let's not beat around the bush here, Warmaster, I've seen what's happened every time you've attempted to recover the prototype from the earther. Plan after plan, loss after loss, its been quite the crushing blow to your ego, hasn't it? The undefeatable conqueror of entire systems defeated over and over again by _one_ pilot. And not even a trained soldier, but a _fat, stupid, primitive _earther."

Gorrath tried to form a response, but he was too busy trying to keep himself from exploding with rage. All the other glorft soldiers were stopped dead in their tracks, waiting for their leader to blow his top. Spike could almost swear he saw smoke coming from those holes in the side of his head.

"Don't be so upset, Warmaster, I know your pain. Though I haven't had the losing streak you have, I have had my own defeat at the hooves, or should I say 'claws', of one clearly inferior to myself."

The cold chill running down Spike's spine seemed to drop and extra fifty degrees as his heart began to pound in his chest, sweat begging to form on his brow.

Sombra closed his eyes, confident smirk gone from his face in place of a more neutral expression. "Being defeated by the Princesses of the Sun and Moon, imprisoned in ice for over one thousand years, that I could almost accept. No humiliation in being defeated by two of the most powerful creatures in the world. No, the real shame came during my return. Everything was going according to plan, or as well as it could've. The barrier around the Crystal Empire was weakening, even Princess Celestia's little protégé had fallen for my traps. I would've won if not for _one meddlesome dragon_." Sombra's eyes opened, shining green with smoke rising from his eyes as he threw his head up and screamed. _**"DO YOU HEAR ME, YOU LITTLE WRETCH!? WHEN I FIND YOU I WILL MAKE YOU SUFFER FOR THIS INSULT AGAINST ME! I WILL HAVE YOUR HEAD ON A PLATTER BEFORE THIS DAY IS DONE!"**_

Sombra's voice reverberated through the ship, and Spike's blood turned to ice as his heart pounded so hard it nearly blocked out the sound of everything else. He clamped both his claws over his mouth to keep himself from screaming in terror.

The dark King's magical display died down and he cleared his throat. "But that is in the past. A good conqueror must not dwell on his defeats and learn from them instead." He looked back to the Warmaster, whose rage had died down but was still noticeably angry. "You see, Warmaster, we are not so different. And as it turns out, we need each other. I need your technology to retake my empire, and you need my magic and intellect remove the one impediment from your conquest. Can you really say that this arrangement isn't satisfactory?"

Spike quietly prayed to Celestia and Luna both that this wouldn't go the way it was heading, that the insult before had been too much for the Warmaster to take. Unfortunately, his prayers were not answered.

"Fine. But don't you ever insult me again. And don't think for a moment you're getting the mech you desire before I get my prototype!"

"Of course not, Warmaster."

Spike cursed under his breath. He then heard a noise come from beyond where he could see.

"Warmaster, the prototype is in high altitude above Earth," came a voice. It didn't sound like it was near, so the speaker was probably talking though some communication device. Spike kept quiet and listened.

"What is it doing, Commander?" Gorrath asked.

"Nothing, sir. It's simply hovering there. Like it's waiting."

Gorrath chuckled. "So, the earther is actually calling me out, huh? Fine then. All troops, prepare-!"

"Hold on a moment, Warmaster," Sombra interrupted. "Commander, can you scan the prototype from here?"

"Um… yes?" the voice responded hesitantly.

"Good. Do so, if you please."

"What are you doing, ordering around _my_ soldiers like you own the place!?" Gorrath threatened.

"Calm yourself, Warmaster. What I do I do for both our benefits," the dark King calmly explained.

Gorrath glared at the stallion before turning towards the direction of the voice.

"Do it," he commanded.

There was a moment pause before the voice responded.

"There are three energy signatures of unknown nature inside the prototype," the Commander answered.

"Similar to the three you detected on board this ship?" asked Sombra.

"Um… yes."

"Well, well. It seems that all our targets have so kindly gathered so that we may seize them all at once."

"Excellent," chimed Gorrath. "Prepare to exit null-space! All pilots-!"

"Just a moment, Warmaster," interrupted Sombra. "Let's not rush into this. I think this situation should be handled with a bit more finesse."

"'Finesse'? Our targets are right in front of us!"

"Which is why we should do everything in our power to ensure they don't slip away. Have your soldiers prepare for battle as you planned, but keep them in reserve. I will try my hoof first."

"What are you talking about?"

"I'll need some of your guards to direct me to the cells so we may use our other two prisoners as well as the one in the interrogation room. Bring enough bonds to restrain them all as well."

"What need do we have for that? We can take them now!" argued Gorrath.

"Now Warmaster, why fight a battle when you can win without even firing a shot?" the King smugly asked.

There was a moment's wait before the Glorft leader finally responded. "This had better work."

Spike saw Gorrath order four of his guards to lead Sombra away, likely to the prison cells. He paused to consider his options. From what he heard Twilight, Pinkie, and Fluttershy had teamed up with this "Earther" the two had kept talking about. And considering that this "Earther" was the one who apparently beat Gorrath all the time, maybe there was hope. But it looked like Sombra was planning something to tip the scales in his favor. He decided to crawl back to the interrogation room, as that was where the girls were being taken. He had no idea what the plan was, but with any luck he'd be able to screw it up. He crawled back into the ventilation system, grabbing Applejack's hat with the Elements inside as he continued back down the path he had taken before.

**-XLR/FIM-**

A bang rang out through prison cells. And another. And another.

"Rainbow darling, stop that! We've already established that you can't break out of your cell and you're giving me a migraine!" Rarity complained.

"How can you just sit there and whine while everything's like this!? We need to do something!" Rainbow Dash shouted back from the cell next to her.

"I'm not whining, I'm complaining! And furthermore, there's nothing we can do about the situation right now."

"How can you say that!? You haven't even used any spells to try and open these cells!"

"Even if I could open these cell doors, which I can't, it would be pointless. We'd have nowhere to go an we'd just get thrown back in again, or worse."

"But-!?"

"Rainbow Dash, I understand that you're nervous, and likely anxious too."

"No I'm not!" Rainbow quickly retorted defensively.

"You're forced to simply sit in one spot and on top of that we don't know what's happening to Spike or Applejack. But we need to place our faith in them, and the others, too. After all, it wouldn't do us well to act so foalish after we told Spike to be brave for us, now would it?"

There was a moment pause before Rarity heard the sound of hoofs touching metal.

"Yeah, I guess you're right," she said calmly.

"How precious, to see you both holding strong considering your situation," came a powerful male voice.

The two mares pressed themselves against the cell bars to see the voice's source, only to quickly gasp in terror and back away.

"Oh no," Rainbow Dash muttered under her breath.

"By Celestia and Luna both," Rarity said, her voice shaking in fear.

Standing in front of their cells was King Sombra, flanked by four Glorft guards, all holding chains and cuffs. His sinister grin pierced their hearts.

One of the guards moved forward to open the cells, but Sombra's foreleg cut him off.

"Not yet, fool, they'll simply run," he chastised. He turned his gaze back to the two mares as his horn glowed a sickly shade of green. The two ponies were enveloped in his aura before being thrust back against the cell walls, gasping in pain as they hit.

Sombra motioned to the guards who opened the cells. The stepped inside and collared the two mares, securing manacles to their forelegs and hind legs as well. Sombra released the two from his magic, allowing them to fall before the guards led them out.

"Now then, slaves. Your King has need of you," Sombra stated, his cold voice complimenting his terrifying smile.

**-XLR/FIM-**

Coop tapped his fingers on the steering wheel as he and the others waited in M.E.G.A.S., the blue mech hovering high above Jersey City, and the world for that matter. They may have only been waiting for around fifteen minutes but for Coop, anxious for a fight, it might as well have been hours.

"Man, how long are they gonna take?" Coop muttered.

"You're looking forward to this aren't you?" Twilight asked from the back seat.

"'Course I am! I can't wait to test out my new modifications on the squids!" he proclaimed with glee.

Kiva stopped typing and looked up from the holo-screen. "What new modifications?"

"Hey, don't worry 'bout it," Coop answered dismissively.

"'Don't worry?' Need I remind you of all the trouble your 'modifications' have gotten us into in the past?"

"Like the time you teleported yourself onto the Glorft mothership?" Jamie said.

"Or the time you nearly sucked the Earth into a special void?" Kiva added.

"Or the time you created a portal to a maximum security prison planet?"

"Or time you ended up making the Mazer Ray empower the enemy instead of yourself?"

"Ok, ok, so I've had some trouble in the past, but I got a good feelin' this time," the large man attempted to assure them.

"That's not really making us feel better, dude," Jamie replied.

Twilight simply stared with a shocked look on her face before turning to Kiva. "How do you live with him?" she asked incredulously.

"I don't have a choice," Kiva deadpanned.

Just then the portal to null-space opened up and the Karajor began to exit the swirling portal.

"Cool!" Pinkie exclaimed. "Oh, except that they're the bad guys, so not completely cool. But still kinda cool."

Kiva began typing on her holo-screen. "As I thought, I'm getting no reading from the Elements of Harmony," she said after a moment. A few moments later she perked up. "However, I am getting a faint reading of magic from this part of the ship," she explained, pointing at a blinking dot near the top of an outline of the ship.

"Sweet! Let's get to it!" Coop proclaimed before revving the engine.

"Hold on a minute. We're being hailed," Kiva explained.

"I don't see any hail. Aren't we too high for hail?" Pinkie quipped, looking out windows.

"It means someone's trying to make contact with us," Kiva explained.

"You mean the squids are actually trying to talk to us?" Jamie asked in disbelief.

Coop activated the coms and the t.v. came to life, Gorrath's face showing up. Twilight flinched and Fluttershy let out a "meep."

"Wow, he is uuuuuuuugly!" Pinkie exclaimed.

"What's up, squid? Ready to get your butt kicked again?" Coop asked a confident smirk stretched across his face.

"Earther, such a delight speaking to your repulsive mug again," Gorrath replied, his tone dripping with sarcasm. "Unfortunately, I don't have time for your witless banter today. Where is the Princess?"

Twilight hesitated a moment, shocked that this creature knew her status as a Princess, before hopping up the backside of the driver's seat.

"I'm here. What do _you_ want?" Twilight asked, attempting to sound intimidating.

"I want plenty, but let's not focus on that for now," the Warmaster answered as a sinister smile spread across his face. "Someone you know wants to talk to you."

The screen went to static for a moment before the face of a stallion replaced it.

"Oh no," Twilight muttered, her eyes going wide in shock and terror.

"Greetings, Princess Twilight Sparkle," the stallion said calmly.

"S-Sombra!"

"Tsk, tsk, tsk. How rude, Princess. I thought your mentor would've taught you proper manners by now. Even if we aren't on the best of terms, I still called you by your title. It's _King _Sombra," he corrected, her tone momentarily becoming more threatening.

"Not a fiend of yours, huh?" Jamie asked.

"N-No. That's K-King Sombra, he's a stallion who c-conquered the Crystal Empire over one thousand years ago," Fluttershy hesitantly answered.

"Yeah, but he's acting really different now. A lot less 'grr, ragh, crystal slaves' and all that. Do you think he got himself some speech lessons when he came here?" Pinkie quipped.

"You aren't a king, not while Cadence and Shining Armor rule the Crystal Ponies, and rule them fairly, unlike you!" Twilight spat back defiantly. "You aren't king of the Crystal Empire, or anywhere else!"

Sombra, however, didn't see flustered in the least. "Hm. I supposed by that definition you are indeed correct. Of course, I'll be reclaiming my throne soon enough."

"Like hay I'll let you hurt my B.B.B.F.F. or my old folasitter, you monster!"

"'B.B.B.F.F.'?" Coop asked.

"Big brother best friend forever," Pinkie explained.

"Oh, so you have a familial relationship with them? I wasn't aware of that. But enough of the future, no time like the present. It's time we discuss your terms."

"'Terms'? What terms?" Twilight asked.

"The surrender of the Elements of Harmony and their bearers to me. And the surrender of that mech to the Warmaster."

"What!? You really expect us just to give up!?"

"Indeed. Unless, of course, you _don't _care what happens to them," Sombra explained, stepping aside to reveal three mares, bound with cuffs and collars around their necks and hooves, tethered to the floor. Guards stood behind them, ready to strike with polearms crackling with electricity.

"Oh no," the princess muttered.

**-XLR/FIM-**

"So you understand the situation you are in. Then you will surrender if you wish to see them live," Sombra gloated.

"Don't listen to him, Twilight! He needs us so he can use the Elements!" Rainbow Dash shouted.

"Guard, if you please."

Spike saw the guard standing behind Rainbow shock her with his weapon and winced at her scream of pain. The dragon was waiting behind the grating at the edge of the room, on floor level this time. His friends were bound in place on the walkway to where Applejack was held before, leaving them lined up like objects on display. Applejack looked exhausted, no doubt from the torture Sombra put her through, but still seemed to be holding her own. Rarity and Rainbow Dash were doing better, or at least Rainbow was until just now.

"Yes, indeed I require the Elements of Harmony to turn that viewing spell you found into a portal. And as it turns out, you require my dark magic to create the window in the first place," Sombra explained. "If you'd be so kind to surrender and submit to me, I'd be more than happy to take you back to Equestria. As my slaves, of course."

"Wait, where's Spike? What've you done with him!?" the Twilight on the screen shouted. Spike actually found some strength in knowing that she was so worried about him.

"He's still free, darling. And he's got the Elements as well, so don't- AAAH!" Rarity was cut off as the guard behind her shocked her, ruffling her carefully groomed mane and tail. Spike's fists clenched as he gritted his fangs, resisting the urge to run out of his hiding space and try and tear the guard a new one.

"We'll find him soon enough, I assure you," the evil king stated, his voice shifting to a darker tone.

Twilight smirked back. "Ha! Don't think you can intimidate me. We're at a stalemate! You're trying to make me fear for my friend's lives, but we both know that if even one of them dies then we'll all be trapped here!"

"So you don't care as long as they live? What if I make them suffer instead?"

"Do it, and I promise I'll _end _you," Twilight retorted, her tone dark.

"Oh, so the young Princess knows how to be intimidating after all. However, this situation is not as even as you think."

"What are you talking about?"

"True, I require the assistance of all of you to return to Equestria and reclaim my throne, but a good conqueror knows when to cut their losses. If you will not surrender to me then I will simply abandon my plans on taking Equestria and the rest of our world for myself and instead assist the Warmaster with his own conquest."

Spike flinched, and so did Twilight.

"Y-You're bluffing!" Twilight stuttered.

"Am I? I must admit the idea of not reclaiming what is mine and being unable to take my revenge on your Princesses pains me, and I do so hate sharing power, but the idea of _galactic _conquest instead of simply global does have a certain enticing ring to it. And of course I won't require your friends to be alive to pursue that goal," Sombra gloated, his voice dripping with a malicious joy.

Spike had heard enough, he had to do _something_. But the king and his friends were too far away, if he tried to charge in he'd just get captured or worse. He had to use a stealthier approach, but the room was huge with nothing for him to hide behind. But when he looked at all the creatures in the room, he realized something: he didn't need anything to hide behind, he just needed to avoid being seen. And as it just so happened, everyone was looking up at the screen, their backs turned to him.

Summoning his courage and will Spike carefully pushed the grating for the vent he was hiding behind out and slowly crawled towards the edge of the hole in the center of the room. Using his claws he clung to the wall of the seemingly bottomless pit, crawling down a few yards so any guards standing on the edges wouldn't see him at their feet so easily. The young drake continued along, slowly and quietly along the wall, heading towards the bridge, his heart pounding in his ears. He prayed that none of them would see him, and that an opportunity would arise so he could make use of his desperate gamble.

**-XLR/FIM-**

Twilight's heart was pounding. Sombra had her friends' lives in his hooves, and he was more then willing to kill them. Beads of sweat began to form on her forehead as her blood ran cold.

"Well, Princess? What is your decision?" Sombra asked, his smirk practically beaming with confidence.

"I…I…"

"Hey, Sombrero. Let the candy colored ponies go, or I'm gonna come in there and crush you like a soda can."

Twilight was surprised to hear Coop threaten the evil stallion so casually. True he didn't understand what he was dealing with, but she still didn't expect him to go so far as to insult the dark king for her friends' sake.

"Ah, the Earther speaks. Another pathetic creature trying to play hero."

"I'm no hero, I'm just a guy from Jersey. A guy who's got a giant robot and is gonna have plenty of fun smashing you with it."

"Oh please, spare me the petty threats. I've dealt with this dozens of times before during my reign over one thousand years ago, and it hasn't gotten any less clichéd and boring since. Honestly, at least when those fools who opposed me in the past proclaimed their righteous indignations their speech was more eloquent."

"Yeah? Well, uh… your face is eloquent!"

Everything went silent except for the sound of the running engine.

"Really?" Twilight complained.

"Yeah Coop, that was pretty bad," Pinkie added.

"No kidding," Jamie agreed.

Kiva shook her head and sighed.

"Um, I'm sorry, but that was awful," Fluttershy added.

"I rest my case," Sombra deadpanned.

"How this for resting case!?" Coop shouted, revving the engine.

"Coop, what're you doing!?" Twilight screamed, pulling on the pilot's arm.

"What do you mean?"

"My friends are still in danger!"

"So you're saying give up?"

"Of course not, but-!"

"The let's go get 'em!"

"Excuse me," Sombra tried to interrupt.

"We can't just go!"

"But if we give up M.E.G.A.S. there's no way we'll win!"

"I'm not saying give up, but we can't just rush in!"

"But I wanna!"

"Oh Celestia, really!?"

"Oh, by Tartarus. Warmaster, could you get their attention please?" Sombra asked.

A moment later the Glorft mothership fired a shot from its main batteries.

"INCOMING!" Kiva shouted.

"Whoa!" Coop yelled as he swerved M.E.G.A.S. out of the way at the last second, the powerful laser blast exploding behind them.

"Do I have your undivided attention now?" Sombra asked smugly. "As much as I enjoy watch you bicker amongst yourselves, I'm beginning to run out of patience, and that probably goes double for the Warmaster. Now make your decision!"

Everyone in the car turned cockpit was silent and all eyes turned to Twilight Sparkle. The Princess remained quiet, looking to her friends, trying to see someway out of this. It was then her eyes stopped on Fluttershy, and finally a she saw a glimmer of hope.

"Kiva, can they see us?' she whispered, motioning to the television.

"Yeah?" Kiva responded, not sure where she was going with this.

"_All _of them? Like, everyone on the ship?"

"Anyone who's watching a screen, yes."

Twilight nodded and turned to the pegasus mare. "Fluttershy, I'm going to need your help."

"U-um, ok," she replied. With a small meep of fright the violet alicorn levitated her friend up to her position.

"Ok, Sombra. I've decided to have a little _staring contest,_" Twilight declared.

"Huh?" everyone in the car asked, clearly confused.

Sombra held quiet for moment, and then burst out laughing. "Are you serious!? Out of all the idiotic things you could've said, I certainly wasn't expecting _that_! Surely you jest!?" he managed to say between his laughing.

"Let's see how funny you think _this _is!" she proclaimed before turning to the yellow-coated pony. "Do it Fluttershy!"

The kind mare took a second before everything finally clicked and she nodded, turning to the screen with determination. "You let my friends go, you big, dumb, _meanie_!" she ordered before unleashing The Stare upon the communication device.

Coop and Jamie, who turned back to see what the yellow pony was doing, raised their eyebrows in questioning looks.

"Uh, what's she doing?" Jamie asked.

"Really? This was your plan?" Sombra asked, clearly unaffected. "Just what were you-?"

"AAAAAAAAHH! MAKE IT STOP!"

Sombra turned to see the Glorft guards behind him were covering their eyes, writhing like they were in pain.

"MAKE IT GO AWAY!"

"IT BURNS! IT BURNS!"

"Sweet! Now let's go!" Coop declared, revving the engine.

"Wait! Sombra isn't-!" Twilight began, only to be cut off by the massive mech screaming forward.

**-XLR/FIM-**

Sombra had no idea what was happening, but that little yellow pegasus had something to do with it. He was not going to be done in by that weak-willed mare.

"You useless fools!" Sombra chided at the screaming guards, wrenching one of their weapons away with a levitation spell. The unexpected action caused the guard to stumble back and fall off the walkway, pulling the other two guards down into the pit.

The dark king turned to face the white-coated mare, the weapon raised above his head. "I'll do it myself!" he proclaimed.

"Rarity, no!" the cyan pagasus shouted.

Sombra was about to swing the weapon down when something pulled at his cape. With a yank he found himself hanging off the walkway by his forelegs and dropping the weapon in his surprise.

"What is the meaning of-!?" he began, only to cut himself off as he saw the purple drake pull himself up from under the bridge. "YOU!"

"Enjoy the trip," Spike replied and kicked the stallion in the face, pushing him off the bridge.

"_NOOOOOOOOOOO!" _the evil pony screamed as he fell into the darkness.

"Spikey-wikey!" Rarity called in delight.

The young dragon smiled before hopping up in the air, his tail coming down hitting the chains tethering the white mare's forelegs to the floor like a jackhammer, quickly breaking them.

"Sorry for the wait, but I just didn't have a chance," he apologized, carefully placing his fangs around the collar on Rarity's neck before biting a chunk of it off.

"Ya sure got some timin', pardner," Applejack complimented.

Spike spat out another piece of the collar. "Applejack, I'm saw what he did to you. I'm sorry I couldn't-"

"No sweat, Spike. Ah understand. Let's all jus' git outta here."

Spike nodded back before finally biting through Rarity's collar. He went to break the chains around Rarity's back legs but was suddenly flung through the air as mass of black crystals erupted from under his feet, hurling him all the way across the room and smacking into the far wall.

"SPIKE!" the three mare's called.

"I'm ok!" he called back. His scales had protected him from damage, although it still hurt.

"_**Not for long."**_

The dark kind materialized at the top of the black crystal tower, shooting daggers at the young drake.

"Oh no," Spike whimpered.

"_**PREPARE TO DIE!" **_Sombra screamed before transforming into his ethereal form and lunging at Spike.

**-XLR/FIM-**

"AAAAAH! MAKE IT STOP! MAKE IT STOP!"

The entire control room screamed as everyone averted their eyes from the yellow pegasus onscreen.

"You fools! Stop screaming and fire at the earther scum!" the Warmaster commanded, covering his own eyes as he complained.

"But sir, we can't see!" the Commander explained. "We won't be able to aim at-!"

"JUST FIRE!"

After some stumbling the gunners found their controls and blindly fired at the general direction the prototype was coming from.

**-XLR/FIM-**

"Whoa!" Jamie shouted as Coop swerved to avoid another barrage of cannon fire.

"H-How much longer?" Fluttershy stuttered, straining to keep The Stare going as long as possible.

"We're almost there, Fluttershy, just hold on!" Twilight said, encouraging her friend. "Coop!"

"I'm tryin'!" the heavy-set man called back, dodging another blast.

"Whee! It's like roller coaster!" Pinkie shouted, holding her forelegs in the air.

"Alright, you know what? Screw it," Coop declared before removing the glass covering for a button labeled "Afterburners."

"Coop wait!" Kiva called, but the blonde ignored her as he slammed his palm on the button. M.E.G.A.S. lurched forward with even more speed, everyone clutching to their seats and the blue mech screeched through the sky.

**-XLR/FIM-**

Rarity used her magic and finally managed to pry her hind legs free from her cuffs. With no time to spare she raced towards Spike, who was doing his best to dodge the magic blasts fro the evil king. One exploded just under his feet and hurled him skyward, only for Sombra to envelop him in his aura and slam him to the floor. The stallion returned to his corporeal form and slammed her foreleg on Spikes head, denting the metal floor.

"_**You have angered me for last time, child,"**_ he declared and the drake writhed in pain under his hoof.

Rarity leaped forward and with a high-flying kick and her best battle cry knocked Sombra off of Spike.

"_That_ was for zapping Rainbow Dash," she began before leaping forward and smacking him across the face with her foreleg. "_That _was for whatever you did to Applejack." She then rushed forward as the evil king was recovering before turning and bucking him in the face, sending him tumbling backwards. "_That_ was for hurting my brave Spikey-Wikey, and _this_," she continued, levitating one of the guard's polearms to her before hurling it at Sombra. The weapon hit him in the chest, shocking him and hitting him with enough force to send him tumbling backwards even further. _"Is for ruining my mane and tail, you ruffian!"_ she finished.

Sombra quickly regained his stance, his eyes and horn glowing with dark energy.

"_**You will pay for this insult, you pathetic-!"**_

"Hey ladies, brace yourselves!" came a voice from the screen.

Right then Sombra noticed what sounded like an engine growing in volume approaching.

"He wouldn't da-" he began, only for the memories of the Commander he possessed before to come racing into his mind. Memories of an enemy that was willing to destroy the very city it was trying to protect to defeat the opponent threatening it.

"Oh no," he muttered, just before the blue mech crashed through the ceiling at an angle with a massive thud.

"Whoa nelly!" Applejack exclaimed.

"Hey pony dude," came the blonde man's voice as the robot aimed its right fist at the stallion. "High five."

"What?" he asked, just before the massive fist launched at the dark king. He managed to mutter a tiny "Oh" before it collided with him, leaving a massive hole in the wall where he, and a large section of the room was before. The sound of metal colliding with metal several times before an explosion rang out was easily heard.

Everypony stared at the metal giant as another hand came out of the hole where the first one used to be.

"So awesome," Rainbow Dash muttered.

**-FRIENDSHIP IS AWESOME-**

_**Sorry this took a bit longer than I thought. Finals week, but hey that's over now!**_

_**So hey, longest chapter so far, and here I thought none of them would be longer than the first one. I wonder how long the chapters with the fights will be?**_

_**Oh, and speaking of fights, I know I promised action in this chapter, and there was some, but it was just getting too long. As a make up I can promise that the next chapter will be almost nothing but punching, shooting, and explosions. Oh, and jokes, plenty of jokes.**_

_**Anyway, as for Sombra, I wanted to make him your classic villain. Despite all the "grr, crystal slaves" he got in the show the planning that he did a thousand years ago shows that he clearly is, or was, intelligent, so I thought it wouldn't be stretch to say that his defeat and imprisonment messed him up a little. I wanted to make him intimidating, cunning, and a smooth talker when he needed to be, but clearly having to power to destroy anything that pisses him off. He's supposed to be a legitimate threat, at least until dealing with Coop's particular brand of reckless and destructive heroism.**_

_**Anyway, would love to hear and reviews. Until next time everybody and everypony!**_


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